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University Medical Center of Southern Nevada CONFIRMATION FORM for RECEIPT OF RFP NO. 2017-02 Hospital Video Surveillance and Security Management System (Turn-key Project) If you are interested in this invitation, immediately upon receipt please email or fax this Confirmation Form to the information provided at the bottom of this page. Failure to do so means you are not interested in the project and do not want any associated addenda sent to you. VENDOR ACKNOWLEDGES RECEIVING THE FOLLOWING RFP DOCUMENT: PROJECT NO. RFP NO. 2017-02 DESCRIPTION: Hospital Video Surveillance and Security Management System (Turn-key Project) VENDOR MUST COMPLETE THE FOLLOWING INFORMATION: Company Name: Company Address: City / State / Zip: Name / Title: Area Code/Phone Number: Page 1 of 111

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Page 1:  · Web viewUniversity Medical Center of Southern Nevada CONFIRMATION FORM for RECEIPT OF RFP NO. 2017-02 Hospital Video Surveillance and Security Management System (Turn-key Project)

University Medical Center of Southern Nevada

CONFIRMATION FORMfor

RECEIPT OF RFP NO. 2017-02Hospital Video Surveillance and Security Management System (Turn-key Project)

If you are interested in this invitation, immediately upon receipt please email or fax this Confirmation Form to the information provided at the bottom of this page.

Failure to do so means you are not interested in the project and do not want any associated addenda sent to you.

VENDOR ACKNOWLEDGES RECEIVING THE FOLLOWING RFP DOCUMENT:

PROJECT NO. RFP NO. 2017-02

DESCRIPTION: Hospital Video Surveillance and Security Management System (Turn-key Project)

VENDOR MUST COMPLETE THE FOLLOWING INFORMATION:

Company Name:

Company Address:

City / State / Zip:

Name / Title:

Area Code/Phone Number:

Area Code/Fax Number:

Email Address:

EMAIL THIS CONFIRMATION FORM TO: [email protected] OR FAX TO: (702) 383-2609

TYPE or PRINT CLEARLY

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UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA

REQUEST FOR PROPOSAL

RFP NO. 2017-02Hospital Video Surveillance and Security

Management System(Turn-key Project)

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UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA

REQUEST FOR PROPOSALRFP NO. 2017-02

Hospital Video Surveillance and Security Management System (Turn-key Project)

UMC is looking to identify superior proposers that can provide a complete Video Surveillance and Security Management System (VMS), that includes engineering, components, installation, programming, software, licenses and commissioning as shown in the related drawings and as specified herein for the successful deployment of the VMS that will mitigate any risks at the UMC Main Campus, all community based clinics and off-site buildings (turn-key project).

The RFP package is available as follows:

Pick up – University Medical Center, Delta Point Building, 901 Rancho Lane, 2nd Floor, Suite 200, Las Vegas, Nevada 89106. Attn: Kristine Sy, Contracts Management.

By Electronic Mail or Mail – Please email a request to Contracts Management at [email protected] specifying the project number and description. Be sure to include your company name, contact name, mailing address, phone and fax numbers, email address, or call (702) 383-2423.

Internet – Visit the Clark County website at www.clarkcountynv.gov/purchasing.Click on “Current Opportunities”, scroll to the bottom for UMC’s Opportunities and locate appropriate document in the list of current solicitations.

A Non-Mandatory Pre-Proposal Conference will be held on March 13, 2017 at 9:00 a.m. PST, at the Trauma Building, 800 Hope Place (previously called Rose St.), 4th Floor, Conference Rooms G & H, Las Vegas, NV 89106.

A Non-Mandatory Site Tour (may go offsite) will be held for two (2) consecutive days on March 13 and 14, 2017 (refer to Item #6 for details) at the Trauma Building, 800 Hope Place (previously called Rose St.), 4th Floor, Conference Rooms G & H, Las Vegas, NV 89106.

Proposals will be accepted at the University Medical Center address specified on Item #8, on or before, April 25, 2017 at 2:00:00 p.m., based on the time clock at the UMC Materials Management office. Proposals are time-stamped upon receipt. Proposals time-stamped after 2:00:00 p.m. will be recorded as late, remain unopened, and be formally rejected.

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PUBLISHED:Las Vegas Review JournalFebruary 19, 2017

GENERAL CONDITIONSRFP NO. 2017-02

Hospital Video Surveillance and Security Management System (Turn-key Project)

1. TERMS

The term "OWNER” or “UMC”, as used throughout this document, will mean University Medical Center of Southern Nevada. The term "GB" as used throughout this document will mean the Governing Board which is the Governing Body of OWNER. The term "PROPOSER" as used throughout this document will mean the respondents to this Request for Proposal. The term "RFP" as used throughout this document will mean Request for Proposal.

2. INTENT

UMC is looking to identify a superior vendor that can provide a complete Video Surveillance and Security Management System (VMS), that includes engineering, components, installation, programming, software, licenses and commissioning as shown in the related drawings and as specified herein for the successful deployment of the VMS that will mitigate any risks at the UMC Main Campus, all community based clinics and off-site buildings (turn-key project).

UMC requires a multilayered security management system to assure a safe and secure Hospital for all staff, patients, and visitors. Each layer of campus security is designed to delay a threat as much as possible. If properly planned, the delay will either discourage a penetration of security sensitive areas (SSA) or; assist in controlling the penetration by providing time for an adequate response by public safety officers. These layers of security include crime prevention thru environmental design (CPTED), exterior building security, exterior emergency call stations (talk-a-phones), interior and exterior closed circuit television with a central monitoring station and video patrol capability, electronic access control, an electronic infant abduction prevention system, delayed egress doors, etc.

3. SCOPE OF PROJECT

Background

University Medical Center of Southern Nevada, located in Las Vegas, Nevada, is a county-owned, acute-care hospital, organized under Nevada Revised Statute Chapter 450. UMC is a 541 bed hospital, currently operating a Level 1 Trauma Center, a Level 2 Pediatric Trauma Center, an active Cardiology Program, Organ Transplant Program, Burn Care Center and a Level 3 Intensive Care Nursery. In addition, UMC operates seven (7) Quick Care facilities, eight (8) Primary Care facilities, and five (5) tenant buildings.

Purpose

See Exhibit A.

Expectations of Business Partner

UMC strives to provide exemplary service to its patients. UMC therefore has high expectations of its business partners. It is expected that the business partner will provide quality products and services at the lowest price available in the market, but just as important is the expectation that these products and services are provided in a manner that exhibits the highest level of ethics and professionalism. It is expected that, as a result of this relationship, the business partner will work with UMC to ensure that the Agreement remains competitive with continual review of market conditions.

4. DESIGNATED CONTACTS

OWNER's representative will be Kristine Sy, Contracts Management. All questions regarding this RFP, including the selection process, must be directed to Kristine Sy at telephone number (702) 383-2423, or email [email protected].

5. CONTACT WITH OWNER DURING RFP PROCESS

Communication between a PROPOSER and a member of the GB or between a PROPOSER and a non-designated OWNER contact regarding the selection of a proponent or award of this Agreement is prohibited from the time the RFP is advertised until the item is posted on an agenda for award of the Agreement. Questions pertaining to this RFP shall be addressed to the designated contact(s) specified in the RFP document. Failure of a PROPOSER, or any of its representatives, to comply with this paragraph may result in their proposal being rejected.

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6. TENTATIVE DATES AND SCHEDULE

RFP Published in Las Vegas Review-Journal Sunday, February 19, 2017Non-Mandatory Pre-proposal Meeting and 2-Day Site Tour

     Day 1:  Non-Mandatory Pre-Proposal Meeting and   Day 1 Site Tour

     

Day 2:  Day 2 Site Tour (continuation)

Monday, March 13, 2017 @ 9:00AMConference Rooms G & H, Trauma Building,

4th Floor. 800 Hope Place (previously called Rose St.), Las Vegas, NV 89106

(tour may go offsite; 6-8 hour event)

Tuesday, March 14, 2017 @ 9:30AMConference Rooms G & H, Trauma Building,

4th Floor, 800 Hope Place (previously called Rose St.), Las Vegas, NV 89106

(tour may go offsite; 6-8 hour event)

Final Date to Submit Questions Monday, March 27, 2017Last Day for Addendums Tuesday, April 4, 2017RFP Responses Due (2:00 p.m. PST) Tuesday, April 25, 2017RFP Evaluations April – May 2017Finalists Selection June 2017Finalists Oral Presentations (if required) June – July 2017Final Selection & Agreement Negotiations July – August 2017Award & Approval of the Final Agreement August – September 2017

7. METHOD OF EVALUATION AND AWARD

This RFP is in accordance with the provisions of the Nevada Revised Statutes, Chapter 332, Purchasing: Local Governments.

The proposals may be reviewed individually by staff members through an ad hoc committee. The finalists may be requested to provide OWNER a presentation and/or an oral interview. The ad hoc staff committee may review the RFP’s as well as any requested presentations and/or oral interviews to gather information that will assist in making the recommendation. OWNER reserves the right to award the Agreement based on objective and/or subjective evaluation criteria. This Agreement will be awarded on the basis of which proposal OWNER deems best suited to fulfill the requirements of the RFP. OWNER also reserves the right not to make an award if it is deemed that no single proposal fully meets the requirement of this RFP.

Once OWNER makes an initial selection, it will utilize required compliance considerations, and negotiate fair market value compensation for the services under the Agreement. Based upon this process, OWNER will then negotiate a final Agreement(s) with PROPOSER and present the Agreement(s) to the GB for approval. A sample Agreement is attached hereto and incorporated by reference herein as Exhibit B.

8. SUBMITTAL REQUIREMENTS

The proposal submitted should not exceed 100 pages (not counting attached Exhibits and Attachments). Other attachments may be included with no guarantee of review.

All proposals shall be on 8-1/2" x 11" paper bound with tabbed dividers labeled by evaluation criteria section to correspond with the evaluation criteria requested in Section 19. The ideal proposal will be 3-hole punched and bound with a binder clip. Binders or spiral binding is not necessary.

PROPOSER shall submit one (1) clearly labeled “Original” and five (5) copies of their proposal. The name of PROPOSER’s firm shall be indicated on the cover of each proposal. Additionally, PROPOSER shall submit one (1) electronic copy in PDF or MS Word format on a CD. (Please do NOT submit a flash/thumb drive).

All proposals must be submitted in a sealed envelope plainly marked with the name and address of PROPOSER and the RFP number and title. No responsibility will attach to OWNER or any official or employee thereof, for the pre-opening of, post-opening of, or the failure to open a proposal not properly addressed and identified. FAXED OR EMAILED PROPOSALS ARE NOT ALLOWED AND WILL NOT BE CONSIDERED.

The following are detailed delivery/mailing instructions for proposals:

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Hand DeliveryUniversity Medical CenterDelta Point BuildingAttn: Materials Management901 Rancho Lane, 2nd Floor, Suite 200Las Vegas, Nevada 89106

RFP No. 2017-02Hospital Video Surveillance and Security Management System

U.S. Mail DeliveryUniversity Medical CenterAttn: Materials Management1800 West Charleston BlvdLas Vegas, Nevada 89102

RFP No. 2017-02Hospital Video Surveillance and Security Management System

Express DeliveryUniversity Medical CenterDelta Point BuildingAttn: Materials Management901 Rancho Lane, 2nd Floor, Suite 200Las Vegas, Nevada 89106

RFP No. 2017-02Hospital Video Surveillance and Security Management System

Regardless of the method used for delivery, PROPOSER(S) shall be wholly responsible for the timely delivery of submitted proposals.

Proposals are time-stamped upon receipt. Proposals submitted must be time-stamped no later than 2:00:00 p.m. PST on the RFP opening date. RFPs time-stamped after 2:00:00 p.m. PST, based on the time clock at the UMC Materials Management office will be recorded as late, remain unopened and be formally rejected.

9. WITHDRAWAL OF PROPOSAL

PROPOSER(S) may request withdrawal of a posted, sealed proposal prior to the scheduled proposal opening time provided the request for withdrawal is submitted to OWNER’s representative in writing. Proposals must be re-submitted and time-stamped in accordance with the RFP document in order to be accepted.

No proposal may be withdrawn for a period of 180 calendar days after the date of proposal opening. All proposals received are considered firm offers during this period. PROPOSER’s offer will expire after 180 calendar days.

If a PROPOSER intended for award withdraws their proposal, that PROPOSER may be deemed non-responsible if responding to future solicitations.

10. REJECTION OF PROPOSAL

OWNER reserves the right to reject any and all proposals received by reason of this request.

11. PROPOSAL COSTS

There shall be no obligation for OWNER to compensate PROPOSER(S) for any costs of responding to this RFP.

12. ALTERNATE PROPOSALS

Alternate proposals are defined as those that do not meet the requirements of this RFP. Alternate proposals will not be considered.

13. ADDENDA AND INTERPRETATIONS

If it becomes necessary to revise any part of the RFP, a written Addendum will be provided to all PROPOSERS in written form from OWNER’s representative. OWNER is not bound by any specifications by OWNER’s employees, unless such clarification or change is provided to PROPOSERS in written Addendum form from OWNER’s representative.

14. PUBLIC RECORDS

OWNER is a public agency as defined by state law, and as such, it is subject to the Nevada Public Records Law (Chapter 239 of the Nevada Revised Statutes). Under that law, all of OWNER's records are public records (unless otherwise declared by law to be confidential) and are subject to inspection and copying by any person. However, in accordance with NRS 332.061(2), a proposal that requires negotiation or evaluation by OWNER may not be disclosed until the proposal is recommended for award of an Agreement. PROPOSERS are advised that once a proposal is received by OWNER, its contents will become a public record. PROPOSERS shall not include any information in their proposal that is proprietary in nature or that they would not want to be released to the public. Proposals must contain sufficient information to be evaluated and an Agreement written without reference to any proprietary information.

15. PROPOSALS ARE NOT TO CONTAIN CONFIDENTIAL / PROPRIETARY INFORMATION

Proposals must contain sufficient information to be evaluated and an Agreement written without reference to any confidential or proprietary information. PROPOSER shall not include any information in their proposal that they would not want to be released to the public. Any proposal submitted that is marked “Confidential” or “Proprietary,” or that contains materials so marked, will be returned to PROPOSER and will not be considered for award.

16. COLLUSION AND ADVANCE DISCLOSURES

Pursuant to 332.165 evidence of agreement or collusion among PROPOSERS and prospective PROPOSERS acting to illegally restrain freedom of competition by agreement to bid a fixed price, or otherwise, shall render the offers of such PROPOSER(S) void.

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Advance disclosures of any information to any particular PROPOSER(S) which gives that particular PROPOSER any advantage over any other interested PROPOSER(S), in advance of the opening of proposals, whether in response to advertising or an informal request for proposals, made or permitted by a member of the governing body or an employee or representative thereof, shall operate to void all proposals received in response to that particular request for proposals.

17. CLARK COUNTY BUSINESS LICENSE / REGISTRATION

Prior to award of this RFP, other than for the supply of goods being shipped directly to a UMC facility, the successful PROPOSER may be required to obtain a Clark County business license or register annually as a limited vendor business with the Clark County Business License Department.

A. Clark County Business License is Required if:

1. A business is physically located in unincorporated Clark County, Nevada.

2. The work to be performed is located in unincorporated Clark County, Nevada.

B. Register as a Limited Vendor Business Registration if:

1. A business is physically located outside of unincorporated Clark County, Nevada

2. A business is physically located outside the state of Nevada.

The Clark County Department of Business License can answer any questions concerning determination of which requirement is applicable to your firm. It is located at the Clark County Government Center, 500 South Grand Central Parkway, 3rd Floor, Las Vegas, NV or you can reach them via telephone at (702) 455-4252 or toll free at (800) 328-4813.

You may also obtain information on line regarding Clark County Business Licenses by visiting the website at www.clarkcountynv.gov , go to “Business License Department” (http://www.clarkcountynv.gov/Depts/business_license/Pages/default.aspx)

18. CONTRACT

A sample of OWNER’s Standard Agreement (not customized for this service) is attached for your review as Exhibit B. UMC’s terms and conditions shall apply. Any proposed modifications to the terms and conditions of the Standard Agreement are subject to review and approval by the Office of the General Counsel. A PROPOSER(S) inability to comply with, or exceptions and modifications to, the terms and conditions may disqualify PROPOSER(S) from further consideration.

19. EVALUATION CRITERIA

Proposal evaluation will be based upon your response to the questions asked below. Answers are to meet the requirements identified in the Scope of Work Exhibit A. All questions are to be answered in the order they appear and be noted with the identifying letter and number. If answers/documentation is lacking for any of the item(s) in a Section below, it will be assumed the respondent is unable to fulfill the requirement for that particular item(s) or Section(s) and may result in disqualification.

A. Cover Letter

The first page of the Proposal submittal shall contain a statement that declares all information provided therein does not include any Confidential Proprietary and/or Private information as identified in Sections 14 and 15 of this Request for Proposal. It must also identify that the statement supersedes and nullifies any page in the Proposal that may be marked as Confidential, Proprietary, and/or Private and acknowledge that the Proposal will become Public Information upon award. The statement must be signed by the PROPOSER’s Authorized Representative. Failure to provide such declaration may be deemed as ground for return of the unread proposal.

B. Organizational Information

1. Provide your organization’s name, address, internet URL (if any), telephone and fax numbers. Include the name, title, direct phone number and address, and E-mail address of the individual who will serve as your organization’s primary contact.

2. Provide a brief description of your organization locally, statewide and nationally (if applicable).

3. Describe your organization’s history and structure including partner companies and subsidiary relationships.

4. PROPOSER may indicate if they are a minority-owned business, women-owned business, physically-challenged business, small business, or a Nevada business enterprise.

5. List all firm demographics including:

a. Total number of employees;b. Total number of women employed;

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c. Total number of minorities employed; and d. Total number of bilingual employees; indicate language(s) spoken.

6. Successful PROPOSER, upon request of OWNER, will submit a copy of its Certificate of Insurance and Endorsement Page listing OWNER as Additional Insured as included in Exhibit C.

7. If applicable, PROPOSER must complete and submit the attached Subcontractor Information form with its proposal as included in Exhibit D.

8. PROPOSER must complete and submit the attached Disclosure of Ownership/Principals form with its proposal as included in Exhibit E.

9. PROPOSER must complete and submit the attached Disclosure of Relationship form with its proposal as included in Exhibit F.

10. Successful PROPOSER will be required to complete and submit the attached Business Associate Agreement as included in Exhibit G.

11. PROPOSER must review the attached I-179 Policy as included in Exhibit H. Any staff, either prime contractor or subcontractor, who will come onsite for business at the Hospital shall participate in the I-179 Program.

12. PROPOSER must review the attached I-66 Policy as included in Exhibit I. Any staff, either prime contractor or subcontractor, who works at the Hospital everyday shall participate in the I-66 Program.

13. PROPOSER must review the attached UMC Information Technology Requirements for Technology Implementations as included in Exhibit J.

C. Executive Summary

1. This Section shall serve to provide the OWNER with the key elements and unique features of the proposal by briefly describing how the PROPOSER is going to accomplish the project. The Executive Summary should include a schedule of major milestones.

2. The Executive Summary should also include a list of high-risk areas which may cause concern in completing this project once solicited. PROPOSER will not be evaluated on this paragraph and cannot lose evaluation points for listing areas of concern.

D. Experience

1. Include a brief resume of all similar projects your firm has performed for the past 3 years (list at least three). Each project listed shall include the project start and completion dates along with the name, phone number, and e-mail address of a contact person for the project for review purposes. This section shall also include documentation of PROPOSER’s history of adherence to budget and schedule constraints. All firms are encouraged to indicate their experience of performing related work within the State of Nevada; similar to UMC’s 500+ bed capacity and complexity; specifying regarding:

System Types (access control, intrusion, surveillance, etc.) Manufacturers (Lenel OnGuard, Milestone, Hugs) Quantities (installations, service, etc.)

2. Detail your experience with Joint Commission standards.

3. PROPOSER to discuss the result of any published company reviews or publications, if available.

4. Provide a list of five (5) client references, preferably of similar size and complexity of OWNER, and located in Nevada. Include company name, key contact(s) name, contact phone number and contact email address. If Nevada references are not available, present five (5) client references located in the Western US comparable in size to UMC. The references may be from current or prior clients. The references will be used as a basis for inquiry concerning PROPOSER’s quality of service.

E. Staff Qualifications and Availability

PROPOSER(S) need not indicate the actual names of employees when submitting resumes. Fictitious names or numbers may be used (e.g. employee #1). However, if selected as a finalist, PROPOSER(S) must disclose actual employee names matching the resumes submitted to OWNER upon verbal request to be used in performing background verifications. The successful PROPOSER(S) shall not change proposed project personnel for which a resume is submitted without OWNER approval.

1. PROPOSER is to provide a dedicated healthcare team. Describe this team’s experience as it relates to security solutions designed and provided to healthcare facilities.

2. Provide information concerning the education background, experience and professional resume of the person(s) who will be considered OWNER’s Account Executive Representative. This representative shall be

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required to oversee and coordinate all the activities of the service and to promptly resolve any problems inherent thereto.

3. Provide information concerning the educational background, experience and professional resumes of those persons who would actually perform work on the project and the day-to-day operations. Identify if those persons presently reside in Clark County, Nevada or elsewhere. Indicate the present workload of the project staff to demonstrate their ability to devote sufficient time to meet the proposed schedule.

F. Proposed Solution:

Review all parts of the specification. PROPOSER shall be responsible for identifying any discrepancies that may exist, whether in text, figures or drawings. UMC reserves the right to deem any such information as correct at any time. PROPOSER shall be responsible for all costs associated with corrective work, including design, labor and materials.

1. General:

a. State your understanding of this project with respect to key issues, challenges, timelines, coordination with sub trades and primary areas of responsibility entrusted to the PROPOSER.

2. Personnel:

a. Discuss the deployment of personnel, their duties and responsibilities, their level of available time to be allocated to this project, location from which the service is to be provided, and responsiveness to emergencies or critical issues.

b. List the certifications that each technician holds that you will allocate to this project.

3. Solution:

a. PROPOSER to discuss its capabilities to design a comprehensive solution based on the Security Risk Assessment performed by UMC.

b. Discuss and identify any emerging trends in policy, procedure, technology or strategies related to security controls affecting healthcare security. Explain the relevance and the PROPOSER’s approach to assisting UMC with these matters.

c. Successful PROPOSER shall submit a summary list and cut sheets for all active and passive components for the project, including wire, connectors, hardware, firmware and software (include revision numbers) – refer to Exhibit A, Section II.4.

d. Guarantee in your submission that all required equipment and materials shall be available for timely delivery and installation to meet the installation schedule for each milestone outlined in your Gantt chart.

e. Video Storage Calculations: using a video storage calculating tool, submit complete calculations for all usable video storage including all required parameters.

f. VMS block diagram: submit a VMS architectural block diagram including the total number of servers, storage arrays, switches, encoders, KVMs (keyboard, video, mouse console), client PCs, monitors, PTZ (pan-tilt-zoom) joysticks, and all connections to each device.

g. Manufacturer’s review: provide a letter of confirmation from both the video storage and VMS manufacturer’s engineering departments stating that the proposed video storage architecture, meets their approval for compatibility and storage requirements for the proposed number of cameras, audio, operating systems and failover servers.

h. Provide the qualifications of any subcontractor partners and managers that could be assigned to the installation team and/or service Agreement.

i. Provide a general description of PROPOSER's approach to security audits and evaluation of internal controls, including proposed time schedules.  Any audits of any security systems, surveillance, intrusion or card access systems will be required based on UMC’s fiscal year.

4. Products and Application Assurance Warranty:

a. Provide complete documentation regarding the manufacturer’s warranty as part of the Proposal. This shall include, but is not limited to a sample of the warranty and the support procedure for warranty issues.

b. Provide a systems application assurance, documenting PROPOSER’s supported applications and application guidelines as part of the submission.

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5. Compliance:

a. Provide a clause by clause statement of compliance for these specifications in its entirety. There shall be only three (3) accepted responses: comply, conditional comply or exception. These responses are defined as follows:

i. Comply: complete compliance with the specifications;

ii. Conditional: compliance with the intent of the specifications (explain);

iii. Exception: not compliant (explain);

iv. By means of the above responses, the PROPOSER(S) acknowledge that they have read and understood all items;

v. Provide the statement of compliance in the form of a table.

6. Customer Service:

a. What other 500+ bed hospitals have you installed security systems?

b. How have you executed infection control requirements to assure patient safety in other facilities?

c. How have you assured the National Fire Protection Association (NFPA) and the Joint Commission on compliant firestopping in other facilities?

d. How have you held other hospitals’ design and install state–of-the-art security systems?

7. Equipment and Software Maintenance and Support / Training:

a. Discuss your software support team with the capability of providing remote or on-site database administration support along with the following services:

Customized scripting and interface support

System health checks

Remote desktop support

Phone and email support

Remote System analyst upgrades

b. Discuss your dedicated healthcare operations management team on providing the following:

Comprehensive training program

Preventive maintenance program

Project management and weekly update meetings

c. Describe any support services that PROPOSER provides on a regular basis to clients. This may include, but is not be limited to: information support and development for governing boards, administrators and staff, news and industry updates, publications and seminars. Indicate if the described services are provided are fee based or free of charge.

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8. Fees:

a. CONSULTING, EQUIPMENT AND INSTALLATION: Discuss your fixed cost to supply, install and program one fixed dome camera and one PTZ (pan-tilt-zoom) camera, for any additional cameras that may need to be installed after the inspection or during the course of installation, and other security management systems identified herein as required by UMC.

NOTE: Successful PROPOSER (i) will comply with infection control practices in patient care areas; (ii) will firestop all penetrations in smoke and fire-rated barriers during installation; and (iii) will remove all existing cameras and wiring, and other existing security management systems identified herein which shall be incorporated in its pricing. Also, you may discuss the details of your proposed solution/specs for each item listed herein on a separate page(s).

DESCRIPTION QUANTITY PRICE

Consulting Services

(Note: Includes but not limited to design and labor on recommending complete VMS solution)

N/A $________________

Dome Cameras

(Note: Turn-key project; PROPOSER to recommend/specify specs of Cameras; this includes but not limited to delivery/shipping, installation, programming, labor, 3-year warranty and if applicable, permits)

Estimated 550 internal units

Estimated 50 external units

$______________ per internal unit

$______________ per external unit

Pan-tilt-zoom (PTZ) Cameras

(Note: Turn-key project; PROPOSER to recommend/specify specs of Cameras; this includes but not limited to delivery/shipping, installation, programming, labor, 3-year warranty and if applicable, permits)

Estimated 20 external units

$______________ per external unit

Servers (Milestone Husky M500A DVR)

(Note: Turn-key project; use the Husky Server Calculator to determine the number of units actually needed; this includes but not limited to delivery/shipping, installation, programming, labor, 3-year warranty and if applicable, permits)

Estimated 10 units $____________ per unit

Infant and Pediatric Security Systems

HUGS infant abduction prevention system, including delayed egress doors at exits and elevator recall.

CERTASCAN – Newborn Footprinting Solution; www.certascantek.com

(Note: Turn-key project; PROPOSER to recommend/specify specs of system with 3-year warranty)

All-inclusive $________________

External parking lot emergency phones (Code Blue like)

(Note: Turn-key project; PROPOSER to recommend/specify specs of system with 3-year warranty)

Estimated 10 units $____________ per unit

Security Department Command Center (to enable video patrols; monitoring station design)

(Note: Turn-key project; PROPOSER to recommend/specify specs of system with 3-year warranty)

All-inclusive $________________

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Access control system with associated badge readers and employee ID badge system

(Note: Turn-key project; PROPOSER to recommend/specify specs of system with 3-year warranty)

All-inclusive $________________

TOTAL $________________

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b. Provide pricing for both Options. UMC will decide which Option it would like to proceed with.

MAINTENANCE AND SUPPORT (OPTION 1): After the 3-year warranty period, provide your fixed pricing on equipment and software maintenance and support for a five (5) year term with option to extend for two (2) 2-year periods. Pricing herein is inclusive of the Milestone Care Premium support.

DESCRIPTION ANNUAL TOTAL

Annual Maintenance and Support (Years 1-5) $________________ per year

$________________

(5 year total)

Exercise Extension Option 1 from then current expiration date (i.e., extend for 2-years)

$________________ per year$________________

(2 year total)

Exercise Extension Option 2 from then current expiration date (i.e., extend for 2-years)

$________________ per year$________________

(2 year total)

TOTAL $________________

MAINTENANCE AND SUPPORT (OPTION 2): After the 3-year warranty period, provide your fixed pricing on equipment and software maintenance and support for a five (5) year term with option to extend for two (2) 2-year periods. Pricing herein is inclusive of the Milestone Care Elite support.

DESCRIPTION ANNUAL TOTAL

Annual Maintenance and Support (Years 1-5) $________________ per year

$________________

(5 year total)

Exercise Extension Option 1 from then current expiration date (i.e., extend for 2-years)

$________________ per year$________________

(2 year total)

Exercise Extension Option 2 from then current expiration date (i.e., extend for 2-years)

$________________ per year$________________

(2 year total)

TOTAL $________________

c. Attach sample invoice and discuss PROPOSER’s invoicing process.

G. Contract

1. OWNER’s Standard Agreement (not customized for this service) is attached for your review (Exhibit B). UMC’s terms and conditions shall apply. Any proposed modifications to the terms and conditions of the Standard Agreement are subject to review and approval by the Office of the General Counsel.

2. PROPOSER is also requested to provide a sample of its proposed Agreement(s) for review.

3. OWNER’s Business Associate Agreement (Exhibit G) will also be required to be executed by the successful PROPOSER.

4. A PROPOSER(S) inability to comply with, or exceptions and modifications to, the terms and conditions may disqualify PROPOSER(S) from further consideration. The final Agreement may require approval by the UMC Governing Board.

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H. Other

1. Please describe the top three (3) features and benefits that distinguish your service and company from those of your competitors, clearly stating why the PROPOSER is best suited to this RFP. What unique capabilities does your organization offer? How do you stay ahead of your competition?

2. Other factors PROPOSER determines appropriate which would indicate to OWNER that PROPOSER has the necessary capability, competence, and performance record to accomplish the project in a timely and cost-effective manner.

[left intentionally blank]

EXHIBIT ASCOPE OF WORK

I. Overview:

1. PROPOSER should meet the following requirements:1.1 Be a Milestone “certified in advance products” level partner.1.2 Have recent experience designing and installing a comprehensive network video, access control, and

physical security system in a 500+ bed US Hospital.1.3 Project software and hardware must be non-proprietary, open architecture (ONVIF compatible).1.4 Must have an established local Las Vegas service presence, office, technicians, etc.

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1.5 Have recent experience designing and installing a central monitoring station used for the video patrol mission.

1.6 Project will be “turn-key”. The PROPOSER will be responsible for all license agreements, electrical installations, cable pulls, end of run terminations, etc.

1.7 PROPOSER will be responsible for complying with all life safety and above ceiling safety measures. Installers will be required to possess fire stopping training and certification by a recognized vendor: 3M, Hilti, etc.

1.8 PROPOSER will be required to be compliant with all infection control requirements, compliance with infection control risk assessment (ICRA), use of a “dust buggy”, etc.

2. Network Video System:2.1 Milestone Security Platform (Husky M500A) and IP video management system software (Milestone

Corporate).2.1.1 Allows video sharing permissions with Metro Fusion Center.2.1.2 https://www.milestonesys.com/our-products

3. Network Digital Video:3.1 Up to 512 HD digital (VS Analog) devices, actual number based on risk.3.2 Internet Protocol (IP) based.3.3 Server based video storage.3.4 Internal and external device placement.3.5 Field of view, low light/night use consultation.3.6 Analytics to detect motion, direction of travel, etc.

4. Software application that monitors and reports (benchmarks) the operational state and availability of critical security components.4.1 Viakoo is an example. See http://www.viakoo.com

5. Design and install central monitoring station to support video patrols by the Department of Public Safety.

6. Layout and install Code Blue, Talk-a-Phone – wireless, solar-powered.6.1 http://talkaphone.com/products/etp-mte-w/

7. Design and install infant Abduction Prevention System: HUGS, etc.7.1 System must match Mom and Baby.7.2 System must help prevent pediatric elopement.7.3 System must include delayed egress doors (15-30 seconds).

8. Design and install visitor management system.8.1 Easylobby, http://www.hidglobal.com/solutions/visitor-management8.2 FastPass, http://www.siscocorp.com/Products/fastpass.aspx

9. Security Alert, Panic Button application (currently Lynx), Stanley Guard available.

10. PlateSmart Video Analytics (Metro Fusion Center).

11. Emergency Department – design layout and install metal detectors and bag scanners.

12. A Maintenance Agreement will be used to assure long term sustainability of the System.

13. Access Control System:13.1 Replace existing Honeywell and Matrix Systems with perspective solution providers like:

13.1.1 Lenel (preferred by Milestone)13.1.2 Software House13.1.3 Honeywell13.1.4 ANAG13.1.5 S2

13.2 Install associated employee ID badging system.13.3 A Maintenance Agreement will be used to assure long term sustainability of the System.

14. Network Considerations:14.1 Complex surveillance system conversions, including:

14.1.1 Deployment of data center grade systems14.1.2 Certified IT and IVSS engineer availability14.1.3 IT technical skill sets for network infrastructure14.1.4 Video optimized switching

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14.1.5 Hyper converged scalable storage14.1.6 Data-video management applications14.1.7 Understanding how to manage volumes of big data that does not compress14.1.8 Intelligent video surveillance solutions

15. Patient-Centric Use of Video:

15.1 ELF, ESU, Burn Care, TICU15.2 Observation only, no forensic recording

II. General:

1. Section Includes:1.1 The purpose of this document is to provide a performance specification for the upgrade of the CCTV

System at UMC.1.2 This specification will outline the requirements for the products, components, materials, configuration and

system operating requirements for the Video Surveillance and Security Management System (VMS).1.3 This document details the required submittals, testing procedures and installation procedures for all parts of

the VMS.1.4 The preferred PROPOSER must be manufacturer trained at the highest level within the past two (2) years.

They must keep their staff to this level of certification throughout the term of the Agreement.

2. Application:2.1 This document applies to all noted buildings at UMC and work described herein.

2.1.1 UMC Main Hospital Campus2.1.2 Lied Clinic2.1.3 TLC Building2.1.4 2040 Building2.1.5 Delta Point Building (HR, IT, etc.)2.1.6 Wellness Center2.1.7 Eight (8) off-campus ambulatory clinic locations

2.1.7.1 Enterprise Clinic2.1.7.2 Nellis Clinic2.1.7.3 Peccole Clinic2.1.7.4 Rancho Clinic2.1.7.5 Spring Valley Clinic2.1.7.6 Southern Highlands Clinic2.1.7.7 Summerlin Clinic2.1.7.8 Sunset Clinic

3. Related Drawings:3.1 Refer to Attachment A.

4. Submittals:4.1 All final approved drawings and catalog cut sheets shall be submitted to UMC upon completion of the work.

Shop drawings shall be prepared and submitted in the native (editable) electronic format (.vsd, .dwg, .xls, .doc). All documents (i.e. drawings, etc.) produced shall be the property of UMC, and the PROPOSER shall have no rights over the entire documentation package or any parts of the documentation package.

4.2 Along the course of design and implementation, PROPOSER shall submit as-built documentation and other supporting documents in the form prescribed by UMC for review. Sections 4.2.1 to 4.2.3 below shall be provided within two (2) weeks of Agreement award. Sections 4.2.4 to 4.2.7 below shall be provided within one (1) week after commissioning the System.4.2.1 Work breakdown and Gantt chart schedule indicating all relevant milestones and deliverables in a

level of detail and completeness satisfactory to UMC.4.2.2 The shop drawings and documentation shall include:

4.2.2.1 Details necessary for the procurement, installation, maintenance and repair of all components that make up the VMS.

4.2.2.2 Each cut sheet shall clearly identify the manufacturer and particular model and part number of all equipment and software version being provided. Where such information is not provided, the most expensive option will be assumed.

4.2.2.3 Manufacturer specifications for all equipment and software.4.2.2.4 Rack and work station layouts.4.2.2.5 A commissioning plan and test checklist for all equipment and software that will be

used during commissioning.4.2.2.6 Training schedule and agenda.

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4.2.4 The as-built drawings and documentation shall include:4.2.4.1 List of equipment installed and organized by location, including the serial number, part

number and manufacturer.4.2.4.2 All certificates required for the operation of the System, including Certificate of

Electrical Authority inspection wherever applicable. Wherever such certification is included in the Scope of Work by other cooperating trades, PROPOSER shall request copies of such certificates and shall include the copies in the documentation.

4.2.4.3 Final test reports.4.2.4.4 Wiring and final equipment placement drawings.4.2.4.5 Software configuration and System programming reports.4.2.4.6 Cabinet and enclosure keys.4.2.4.7 All warranty and registrations information.

4.2.5 Software and licensing.4.2.5.1 All original System software CD's and software licensees.4.2.5.2 All original O/S software CD's and software licensees (transferred to UMC).

4.2.6 Operator and Procedures manuals.4.2.6.1 PROPOSER shall prepare a quick reference training manual, in a form and level of

detail satisfactory to UMC, that covers all the operational requirements of the VMS to be used during the training sessions and as an operational user guide after the training is complete.

4.2.6.2 PROPOSER shall provide UMC with four (4) copies of the training manual.4.2.7 Maintenance and user manuals.

4.2.7.1 PROPOSER shall prepare four (4) complete user manuals in a form and level of detail satisfactory to UMC, which covers all the operational requirements of the VMS to be used for an operational user guide after the training is complete.

5. Reference Standards:5.1 All hardware, materials and workmanship shall meet applicable building codes and fire codes, and shall be

subject to the agreement of UMC. The following codes and standards shall govern:5.1.1 Canadian Standards Association, (CSA International)5.1.2 CSA C22.1-09, Canadian Electrical Code5.1.3 CAN/CSA-C22.2 No. 182.4-M90 (R2006), Plugs, Receptacles, and Connectors for Communication

Systems5.1.4 National Fire Protection Association (NFPA)5.1.5 NFPA 70 National Electric Code5.1.6 NFPA 101 Life Safety Code5.1.7 Electronic Industries Association (EIA)5.1.8 REC 12749, Power Supplies5.1.9 TIA/EIA 568-B.1 through B.3 Commercial Building Telecommunications Cabling Standards5.1.10 TIA/EIA 569-B Commercial Building Standard for Telecommunications Pathways and Spaces5.1.11 ANSIA/TIA/EIA-607A (J-STD-607-A-2002) Commercial Building Grounding and Bonding5.1.12 ANSI/EIA/TIA-568 Commercial Building Telecommunications Standards

6. Definitions:

6.1 The following are definitions of important terms specific to this specification and on related drawings:6.1.1 NVR - Network Video Recorder6.1.2 VMS - Video Surveillance and Security Management System6.1.3 FOV - Field of View6.1.4 IPS - Images Per Second6.1.5 CCTV - Closed Circuit Television6.1.6 LAN - Local Area Network6.1.7 GUI - Graphical User Interface6.1.8 UTP - Unshielded Twisted Pair6.1.9 RAM - Random Access Memory6.1.10 UPS - Uninterruptible Power Supply6.1.11 SDK - Software Development Kit6.1.12 API - Application Programming Interface6.1.13 PoE - Power over Ethernet6.1.14 KVM - Keyboard, Video, Mouse console

7. Scope of Work:

7.1 General:7.1.1 Provide a complete Video Surveillance and Security Management System (VMS), including

engineering, components, installation, programming, software, licenses and commissioning as shown in the related drawings and as specified herein for the successful deployment of the VMS.

7.1.2 The VMS shall control multiple sources of video surveillance subsystems in a facility to collect, Page 17 of 81

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manage and present video in a clear and concise manner. The VMS shall intelligently determine the capabilities of each subsystem across a single or multiple sites, allowing video management of any compatible analog or digital video device through a unified configuration and viewer.

7.1.3 Provide all required configuration, coordination, systems deployment and support services required for successful deployment of the VMS.

7.1.4 All design and configuration activities shall be coordinated with UMC, interfacing UMC's representatives and trade sub-contractors as required.

7.1.5 The existing VMS on site is a conglomeration of GeoVision, exacqVision and Honeywell. The intent is to upgrade the CCTV head end to a new IP video management system. PROPOSER may use the existing analogue matrix switch for PTZ control if desired, in which case one of the monitors at the work stations will need to be dedicated for PTZ control. All cameras will be converted to an IP protocol for live view and recording during a 3-5 year phasing schedule.

7.1.6 All cameras associated to the same area shall be distributed across multiple switches, such that if a switch fails, connectivity with cameras in any given area will not be lost.

7.1.7 All cameras associated to the same area shall be distributed across multiple VMS servers, such that if a server fails, connectivity with cameras in any given area will not be lost. Each VMS server shall have no more than 64 cameras on the server.

7.1.8 PTZ latency is of utmost importance in the operation of the video surveillance system. The latency on PTZ control shall be no greater than 250ms. PROPOSER shall optimize the network and encoder settings to minimize latency.

7.1.9 Rack-mount encoders shall be provided for analogue cameras where required. 7.1.10 All servers, DVI/USB extender sender units, and all PCs except where designated on the

drawings shall be rack mounted. 7.1.11 USB and DVI extenders shall be used between workstations and rack mount PCs where required.7.1.12 PROPOSER shall provide redundant network architecture with dual core switches and split multi-

link trunking with 10G fibre links.7.1.13 PROPOSER shall supply, install, and program all switches required for operation of the complete

System.7.1.14 PROPOSER shall supply and implement software for real-time network monitoring and alarm

reporting.7.1.15 PROPOSER shall be a certified integrator by the manufacturer of the VMS being installed. This

certification shall be less than two (2) years old at the start of this Agreement and maintained throughout. The Certification should include all training on the products specified and be of the highest from the manufacturer. Certification certificates for all technicians shall be included in the proposal.

7.2 The Work:7.2.1 This document applies to all noted buildings at UMC and work described herein.

7.2.1.1 UMC Main Hospital Campus7.2.1.2 Lied Clinic7.2.1.3 TLC Building7.2.1.4 2040 Building7.2.1.5 Delta Point Building (HR, IT, etc.)7.2.1.6 Wellness Center7.2.1.7 Eight (8) off-campus ambulatory clinic locations

7.2.1.7.1 Enterprise Clinic7.2.1.7.2 Nellis Clinic7.2.1.7.3 Peccole Clinic7.2.1.7.4 Rancho Clinic7.2.1.7.5 Spring Valley Clinic7.2.1.7.6 Southern Highlands Clinic7.2.1.7.7 Summerlin Clinic7.2.1.7.8 Sunset Clinic

8. Work not included: 8.1 The following devices shall be supplied and installed by successful PROPOSER’s contractors.

PROPOSER shall provide any and all coordination of the CCTV system requirements with the various contractors and UMC in order to provide a complete working system.8.1.1 Conduit

8.1.1.1 PROPOSER shall coordinate all required conduit from the security/surveillance rooms to the communication rooms with UMC to insure it is installed in the correct location and in a timely manner to meet installation deadlines.

8.1.2 Cabling8.1.2.1 PROPOSER shall coordinate with UMC to cross connect all cameras from the

termination BIX block to the new VMS infrastructure.8.1.3 Rack Feeds

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equipment shall be coordinated with UMC’s Networking Team.8.1.3.2 Mechanical cooling to the racks shall meet TIA-942 standards for a Tier 1 server room,

by UMC Plant Operations.8.1.4 UPS

8.1.4.1 All racks shall be on UPS power, provided by UMC.

III. Products

1. General Requirements:1.1 Video Surveillance and Security Management System Design Guidelines:

1.1.1 The VMS shall be a fully distributed solution, designed for limitless multi-site and multiple server installations requiring 24/7 surveillance with support for devices from different vendors. The VMS shall (1) offer centralized management of all devices, servers and users, (2) must be Active Directory Integrated, and (3) must empower a flexible rule-based system driven by schedules and events.

1.1.2 The VMS shall be an open platform software system (ONVIF) and have published external programming interfaces that shall enable its use in ways beyond the scope of the original programmers. The open platform shall allow other companies and developers to develop products that add additional functionality and versatility to the IP video surveillance solution. Software-based open platforms shall provide a management layer that shall decouple software from hardware.

1.1.3 The VMS shall have seamless access to recordings on the failover servers for all clients (i.e., Lanel, HUGS, etc.) through the same client views once the services are fully started.

1.1.4 The VMS shall be viewable from multiple clients. These shall include a full viewing graphics user interface capable of multiple languages including English, French, Spanish, Italian, Russian and Japanese. A mobile client utilizing Android and Apple technologies. Video streams shall be IP-based, viewable live and recorded simultaneously in real time.

1.1.5 Each camera’s bit rate, frame rate and resolution will be set independently from other cameras in the system, and altering these settings will not affect the recording and display settings of other cameras.

1.1.6 Storage calculations (Milestone Husky Calculator):1.1.6.1 Calculate storage requirements based on the following parameters for camera

quantities, frame rates, and compression, and also refer to all requirements herein.1.1.6.1.1 Seven (7) days storage1.1.6.1.2 24/7 recording

1.1.6.2 The following shall be included when calculating the storage requirements for the VMS:1.1.6.2.1 Audio inputs1.1.6.2.2 VMS surveillance monitors1.1.6.2.3 Future Failover1.1.6.2.4 VMS operating software1.1.6.2.5 15% usable spare recording capabilities

1.1.7 IP Addressing:1.1.7.1 This facility will be using IPv4 addressing.1.1.7.2 PROPOSER will coordinate with UMC’s IT Department on the IP ranges and VLAN IDs

to be used.1.1.7.3 PROPOSER’s solution will be able to use a redundant OSPF or BGP link, as a method

of connecting to UMC’s production network.1.1.7.4 PROPOSER shall coordinate with UMC before programming.

1.1.8 Hardware Independence:1.1.8.1 The VMS shall require no proprietary recording hardware, no hardware multiplexer or

time-division technology for video or audio recording and monitoring.1.1.8.2 The VMS shall be based on a true open architecture that shall allow for use of non-

proprietary PC storage hardware that shall not limit the storage capabilities of the Hospital and shall allow for gradual upgrades of recording capabilities at the Hospital.

1.1.8.3 The VMS shall be capable, upon alarm recognition, of switching CCTV cameras associated with alarm point.

1.1.8.4 The VMS shall be able to use multiple CCTV keyboards/joy sticks to operate the entire set of cameras throughout the System, including cameras of various manufacturer's brands, including their PTZ functionalities and programmable macros.

1.1.8.5 The VMS shall allow users to activate all live viewing controls using a standard PC keyboard and joystick. All standard camera switching and automation functions shall be available using a PC keyboard, mouse and joystick.

1.1.9 Integration:1.1.9.1 All IP cameras shall have a fully developed API to the VMS ensuring all features of the

camera are supported. The VMS shall support approximately 600 new cameras. Upgrades to this number shall be at least by annually and proof or this support shall be

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demonstrated.1.1.9.2 The PTZ joy stick shall have programmable macros to call up and control cameras or

groups of cameras as needed.1.1.9.3 PROPOSER shall coordinate with UMC for the sequence of operation for each camera

or groups of cameras that will be controlled by macros.1.1.9.4 PROPOSER shall be fully responsible for the ultimate design and implementation of the

System topology (physical and logical) best suited for the project, given identified and recognized physical infrastructure and constraints.

1.1.10 Software Requirements:1.1.10.1 The VMS shall allow multiple cameras to be connected to each recording server and an

unlimited number of recording servers to be connected to each management server across multiple sites if required.

1.1.10.2 The VMS shall include a federated architecture, allowing clients on the host System with the right user rights to view video sources belonging to multiple independent video management systems simultaneously as if they were on the same System.

1.1.10.3 The VMS shall contain recording servers used for recording video feeds and for communicating with cameras and other devices. The recording servers shall process the recordings and playback the video streams.

1.1.10.4 The VMS shall be capable of being the central manager of the System and control recording servers, cameras, devices and users. The VMS management shall handle the initial client login, system configuration and logging.

1.1.10.5 It shall be possible to generate alarms based on internal system related events, for example motion, or archiving problems or external integrated events, for example analytics events or third party developed plug-in events.

1.1.10.6 Generated alarm shall appear in an alarms list in the viewing client, and it shall be possible for operators to get an overview of, and to delegate and handle alarms from the alarm list.

1.1.10.7 The management server shall allow access to a management client from where the administrator can configure and manage all servers, cameras and users.

1.1.10.8 The VMS shall allow user-controlled PTZ lockout.1.1.10.9 The VMS shall support installation and the ability to run on virtualized Windows servers.1.1.10.10 The VMS shall support high availability of recording servers. A failover option shall

provide standby support for recording servers with automatic synchronization to ensure maximum uptime and minimum risk of lost data.

1.1.10.11 The VMS shall support a versatile rule system including scheduled or event-driven actions with numerous options, including support for time profiles.

1.1.10.12 The VMS software shall include multicast and multi-streaming support.1.1.10.13 The VMS shall include automatic camera discovery.1.1.10.14 The VMS shall support archiving for optimizing recorded data storage through data

storage solutions that must combine performance and scalability with cost efficient long-term video storage. The software solution shall have the ability to store video and audio recordings on any form of storage selected by the client including internal hard drives, direct attached storage, network attached storage, storage area network, etc.

1.1.10.15 The VMS shall incorporate a fully integrated video-sharing functionality for distributed viewing of video from any camera in the System on any computer with the viewing client.

1.1.10.16 The VMS shall incorporate intuitive map functions allowing for multi-layered map environment. The map functionality shall allow for the interactive control of the complete VMS, at-a-glance overview of System integrity, and seamless drag-and-drop integration with a video wall application option. The map functionality shall support geo-navigation and navigation across different locations. The map functionality shall support GIS maps, CAD drawings, and online map services like Google, Bing and OpenStreetMap.

1.1.10.17 The VMS shall support a video wall application, which shall be flexible and hardware independent to allow for seamless integration with the management client and viewing client.

1.1.10.18 The VMS shall support 56-bit DES encryption and 128-, 192- and 256-bit AES encryption of video for export purposes.

1.1.10.19 The VMS shall support full two-way audio between clients and remote devices. Two-way audio integration shall support the following features and functions:1.1.10.19.1 The VMS shall support microphone inputs to clients to transmit audio

streams to speakers attached to remote IP devices.1.1.10.19.2 Audio from remote IP devices equipped with microphones shall be

transmitted to and recorded by the recording server. The audio shall be relayed to clients equipped with speakers.

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1.1.10.19.4 By default, each speaker and microphone shall be assigned to the same device that it is connected to. The speaker and microphone shall have the capability to be assigned to other devices as well.

1.1.10.20 The VMS software shall provide fast evidence export by exporting video in various formats, including video from multiple cameras in an encrypted native database format with an included standalone viewing client. It shall be possible to write a digital signature to the native database files containing recorded data. This shall allow the viewing client and the standalone viewing client to verify that the contents of imported and opened databases have not been tampered with and that no database files have been removed.

1.1.10.21 The VMS shall provide full awareness of the System through a system monitoring feature that shall monitor important System components such as recording servers, failover servers and hardware devices, and shall also include System logs and show user activity through comprehensive audit logs.

1.1.10.22 The VMS shall support (for future use) transactional data application designed to integrate with Micros Point of Sale (POS), or Automated Teller Machine (ATM) data and time-link video recordings with Micros POS or ATM transactions.

1.1.10.23 The VMS shall support a solution that makes it possible to integrate multiple third-party video content analysis applications seamlessly into viewing client environments.

1.1.10.24 The VMS shall have an available Software Development Kit (SDK) that offers at no charge important capabilities for integrating the VMS with third party software and applications. Integrations shall formally certified by both the VMS and third party client/application. These shall include but not limited to multiple access control interfaces running simultaneously, POS systems, energy management solutions, lighting control integrations, etc.

1.1.10.25 The VMS shall include a standalone viewing client application to be included with video exported from the viewing client application. The standalone viewing client application shall allow recipients of the video to browse and playback the exported video without installing separate software on their computers.

1.1.10.26 The VMS shall include free support for Active Directory to allow users to be added to the System. Use of Active Directory requires that a server running Active Directory, acting as a domain controller is available on the network. Supply and install both a primary and a secondary domain controller to provide redundancy for user account data and to distribute the load for authentication.

2. Equipment:2.1 CCTV Surveillance System:

2.1.1 The VMS shall be the latest version of Milestone Systems manufactured product. Updated camera service packs should be available quarterly and the latest installed at the time of acceptance.

2.1.2 System Server and Failover Servers:2.1.2.1 Each server shall be capable of continuous, scheduled, alarm/event, and motion

recording, shall have pre and post-alarm recording available, and shall be fully programmable on a per channel basis.

2.1.2.2 Each server shall offer plug-and-play configuration and data authentication facilities.2.1.2.3 Each server/archiver shall have full over-the-network remote control and administration,

system diagnostics, and error logging.2.1.2.4 Supply and install all archiver hardware and software.2.1.2.5 Minimum server specifications:

2.1.2.5.1 The VMS shall be able to use computer, servers, storage and switches from any manufacturer with components that meet the minimum requirements.

2.1.2.5.2 The VMS servers shall be enterprise class fault tolerant servers with 6G SAS technology, which support the use of 15K dual port SAS drives for the live video database and high capacity dual-port SAS drives (4TB drives) for the archive storage of the video all within the same server chassis.

2.1.2.5.3 The server operating systems shall be Windows 2012 R2 x64 or newer.2.1.2.5.4 Each server chassis shall have redundant power supplies, a minimum of

four (4) 1G Ethernet ports, and a Xeon processor (E5-2400 series or newer). The processor utilization shall not exceed more than 75% of its processing speed. The network and drive throughput shall not exceed more than 75% of its rated capacity.

2.1.2.5.5 The RAID arrays shall be in a RAID 6 configuration.2.1.2.5.6 All servers shall have redundant power supplies, such that if one fails, the

second power supply will be sufficient to keep the server running automatically.

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2.1.2.5.7 Each VMS server shall not exceed 64 cameras on the server.2.1.2.5.8 All servers shall be rack-mounted.2.1.2.5.9 Intel i7 3610 QE CPU with a processor base frequency of 2.3 GHZ. The

M500A shall possess a Passmark of 7463, with an Intel Smart Cache of 6MB and an Instruction Set of 64-bit and 8 Threads.

2.1.2.5.10 The PCI Express shall be 2.9 with 1x16 revisions/configurations.2.1.2.5.11 The System shall include Intel Quick Sync video, Intel Turbo Boost

Technology, Intel Hyper-Threading, Dual IP Address capabilities, IPv4 and IPv6 support, as well as Teaming Support and Camera Multicase and Smart Client Multicast support.

2.1.2.5.12 The operating system shall be Windows 10 with 16gm RAM and 128 GB mSata SSD OS Storage.

2.1.2.5.13 The System shall include 2 Ethernet Ports with a prt speed of 100 BASE-T and 1000 BASE-T.

2.1.2.5.14 The System shall support the cable types CAT 5e and CAT6.2.1.2.5.15 The maximum recording rate shall be 600Mb/s.2.1.2.5.16 Storage systems shall be MegaRAID SAS/SATA 9260-8i, with 5/6 for the

RAID levels and a RAID span of 10/50.2.1.2.5.17 The System shall have 8 ports with a 6Gb/s data transfer rate per port.2.1.2.5.18 The System shall include hot plug in play disk drives, as well as hot spare

disks with a 64KB sector size.2.1.2.5.19 The System shall have 8 Western Digital Purple Drives with a size of

1TB / 2TB / 4TB / 6TB / 8TB and 8TB / 16TB / 32TB / 48TB / 64TB raw storage.

2.1.2.5.20 The VMS shall support SATA 6 Gb/s as a drive interface with a 64KB volume black size and a 5400 Drive RPM speed.

2.1.2.5.21 The System shall enable 110 MB/s – 178 MB/s as the drive data transfer rate (Host to/from drive sustained) / Per Drive, and a drive cache of 64 – 128MB.

2.1.2.5.22 The System shall support a software based SAN iSCSI as the external LiveDB Storage, and NAS and software based SAN iSCSI as the external ArchiveDB storage.

2.1.2.5.23 The System shall support SAN iSCSI or FCoE, both hardware based, as the external LiveDB Storage, and NAS and software based SAN iSCSI as external ArchiveDB Storage.

2.1.3 Network Attached Storage:2.1.3.1 Supply and install one (1) Network Attached Storage (NAS) unit with a 12TB RAID6

array for storage of video evidence, independent of VMS servers.2.1.3.2 Supply and install one (1) NAS unit with a 16TB RAID6 array for storage of BCLC

archived video, independent of VMS servers.2.1.3.3 No failover will be required for these NAS units.

2.1.4 Client Station PCs:2.1.4.1 Minimum client station specifications:

2.1.4.1.1 At a minimum, the client station PCs shall have i7-4770 series (or newer) central processing units and 16GB RAM. The processor utilization shall not exceed more than 75% of its processing speed. The network and drive throughput shall not exceed more than 75% of its rated capacity

2.1.4.1.2 All IP cameras being recorded in H.264 shall have a multicast stream broadcast to the client station in MJPEG for live view.

2.1.4.1.3 All IP cameras being recorded in MJPEG shall stream MJPEG to the client stations.

2.1.4.1.4 Client station PCs shall be rack-mounted, and KVM extended to the workstations via USB and DVI extenders, unless otherwise shown in the drawings.

2.1.4.1.5 Client station machines shall be tower PCs with DVD recorder drives. Ensure PC has front panel USB3.0 ports for loading video evidence onto USB drives.

2.1.4.1.6 The client station operating systems shall be Windows 7x64, or newer.2.1.5 Cameras:

2.1.5.1 All cameras shall be IP-based dual-streaming cameras with Megapixel technology.2.1.5.2 All cameras shall be suitable for use in a low-light and/or variable light environments.2.1.5.3 All fixed IP cameras shall have wide dynamic range.2.1.5.4 All IP cameras shall be powered via PoE+ IEEE 802.3at-2009.2.1.5.5 All indoor cameras within reach and all outdoor fixed cameras shall be vandal resistant

dome cameras.2.1.5.6 The System shall have the ability to capture mobile devices as a camera input.

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2.1.5.7 All outdoor cameras shall be weather-proof, with pre-installed heaters and fans, and an integrated dehumidifying membrane eliminating any humidity caught in the camera casing during installation.

2.1.5.8 All IP cameras being recorded in H.264 shall have a multicast stream broadcast to the client station in MJPEG for live view.

2.1.5.9 All IP cameras being recorded in MJPEG shall stream MJPEG to the client stations. 2.1.6 Display Monitors:

2.1.6.1 Supply and install all monitors, hardware and software for use with Viewing Stations, Review Stations, Primary Operator Consoles and video wall.

2.1.6.2 Monitors shall comply to the following minimum performance specifications:2.1.6.2.1 Monitor size shall be 24” or 46”, as indicated on the drawings.2.1.6.2.2 Flat panel, color, high-definition IPS LCD monitors.2.1.6.2.3 Native resolution: 1920X1080, Aspect ratio: 16:9.2.1.6.2.4 Minimum viewing angle: 178 degrees.2.1.6.2.5 Inputs: Component/VGA and HDMI/DVI-D video inputs.

2.1.6.2.5.1 Should the existing analogue matrix switch be used for PTZ cameras, monitors for PTZ control shall support looping BNC inputs.

2.1.6.2.6 All monitors shall be professional-grade, rated for 24/7 operation.2.1.6.2.7 All monitors shall be suitable for wall, ceiling, or desktop on custom mount

(VESA compatible).2.1.6.2.8 Monitors for the 4x1 monitor arrays and for single-monitor review stations

may be desk-mounted without a custom bracket, but shall support height adjustment.

2.1.7 Monitor Brackets for Client Station Monitors:2.1.7.1 Provide and install desktop mounting units which can be secured to desktop via

grommet clamp.2.1.7.1.1 Each 4x2 monitor array shall consist of two (2) 2x2 mounts.

2.1.7.1.1.1 Mounts shall support 24” 16:9 monitors using a standard VESA 100x100mm bolt pattern.

2.1.7.1.1.2 All mounts shall have monitor height adjustment and support horizontal tilt adjustment of +/- 20 degrees minimum.

2.1.7.1.1.3 Mounts shall have a black powder coat finish.2.1.7.1.2 Include all cable management.

2.1.7.2 Provide and install wall-mount units for all 46” monitors.2.1.7.2.1 Mounts shall support 46” 16:9 monitors with VESA compatibility.2.1.7.2.2 All mounts shall support tilt and pan adjustment of +/- 20 degrees

minimum. Mounts shall have a tilt lock-down feature providing tilt tension for displays.

2.1.8 Switches:2.1.8.1 Supply and install all network switches for the CCTV network. Switches shall not

exceed 24 ports per switch, to mitigate the quantity of cameras lost on switch failure.2.1.8.2 PoE+ switches shall be required for all IP cameras. Power supplies shall be sized

accordingly to provide PoE+ power across all ports.2.1.8.3 All switches (both non-PoE and PoE+) shall come with dual power supplies. PoE+

power supplies shall be sized so that if one power supply fails, the second power supply can back up 100% of the required PoE+ load across all ports.

2.1.8.4 Supply and install redundant core switches, in order to implement split multi-link trunking to each access switch. In the event that one core switch fails, the other core switch shall pick up the entire network load. Each redundant backbone connection to access switches shall be 10G fiber links.

2.1.8.5 Switches shall be configured for Quality of Service (QoS) and provide the ability to limit both maximum bandwidth used as well as the length and number of simultaneous streams from cameras or encoders.

2.1.9 Switchers and Extenders:2.1.9.1 Supply and install an active USB 2.0 extender (sender and receiver) over UTP for each

client station driving the 24” workstation monitors. The extender shall support industry standard UTP cable, and shall be rated for transmission of up to 70m distances.

2.1.9.2 At each workstation, supply and install a four-input USB 2.0 switcher, with two female USB type B connectors (one to each USB extender/client station), and four female USB type A connectors for the PTZ joystick, keyboard, and mouse. The USB switcher shall be desk mounted and toggle switches easily accessible by the operator. The USB switcher shall also support Host and Peripheral Emulation Mode.

2.1.9.3 Supply and install 4x4 DVI extenders over UTP for all monitors. DVI extender sender shall be rack-mounted and associated to each client station PC. Each 2x2 array

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associated to a workstation, and each group of three 46” monitors will require a 4x4 DVI extender. Receivers shall be provided to output single link DVI video to every monitor, mounted neatly with proper cable management and Velcro tie downs. Each DVI link will support a minimum of 1920x1080 resolution, and be capable of being extended up to 70m.

3. Miscellaneous Hardware Requirements:3.1 Any miscellaneous hardware items, such as but not limited to connectors, cable plugs, or mounting brackets

not specified in this document that are required to make the System fully operational shall be provided by PROPOSER as part of this tender.

IV. Execution

1. Examination:1.1 Verify that critical dimensions are correct and conditions are acceptable. Proceed with installation only after

unsatisfactory conditions have been coordinated.1.2 Prior to commencement of work, examine current site conditions and inform UMC’s representative of any

unusual existing conditions that may affect work.

2. Preparation: 2.1 If any, provide templates for anchor bolts and other items encased in concrete or below finished surfaces so

as not to delay the work. 2.2 Assume the responsibility to coordinate the details of all the required interfaces(s) between the Security

Systems and the UMC Supplied Local Area Network, in order to successfully accomplish the intended operation. Additionally, assume the responsibility, in all cases, for any wiring between the Security Systems and UMC Supplied Local Area Network that are required to accommodate the interfaces between the two (2) systems.

2.3 Cooperate and coordinate with UMC Facility Engineering for the location of all mechanical, plumbing, electrical right-of ways and access/egress to any area required to remain accessible for maintenance and removal of equipment or related components.

3. Installation: 3.1 PROPOSER shall be responsible for the installation of all the equipment, units, sub-systems, etc. at the

required site in order to meet all requirements specified in this document and as per all applicable standards.

3.2 All installation materials, accessories and special equipment, services, personnel team, test equipment and tools required for installation of the equipment shall be provided by PROPOSER.

3.3 PROPOSER shall ensure that installation workmanship complies with the best industry quality standard levels.

3.4 PROPOSER shall be responsible for the shipment, in country storage, transportation, installation, testing, commissioning of all material and equipment.

3.5 Any spare parts supplied within the scope of this project, but used to replace the faulty items during the installation, testing and commissioning phases until final acceptance of the System, shall be replaced by PROPOSER free of charge, within thirty (30) days.

3.6 PROPOSER shall specify the estimated periods, personnel requirement and costs for the installation and commissioning of the equipment. The cost of travel, accommodation and subsistence, as well as any related insurance costs during the installation and commissioning phase shall be borne by PROPOSER.

3.7 PROPOSER shall individually identify all installation personnel in terms of qualifications, experience and designation.

3.8 PROPOSER shall be responsible of obtaining work permits or visas for all its personnel.3.9 At least ten (10) days prior to installation, PROPOSER shall submit for approval a detailed site installation

plan. The plan shall contain all necessary information required to install the equipment and sit it for operation.

3.10 The installation plan shall be updated to reflect changes made to the equipment layout, cabling drawings, installation instructions and test procedures during the installation. A marked up installation plan shall be provided.

3.11 Final As-Built documents shall be provided within forty five (45) days after completion of Site Acceptance Tests.

3.12 PROPOSER shall be responsible for cleaning the sites after completion of work.

4. Testing: 4.1 Acceptance Test Procedures:

4.1.1 A minimum of 14 days prior to on-site testing, prepare and submit two (2) copies of the Acceptance Test Procedures for review by UMC. As a minimum, the tests as described in Section 4.5 of this Section shall be included.

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the specifications.4.1.3 The ATP shall be approved when all issues and comments identified by UMC have been

satisfactorily addressed.4.1.3.1 Upon approval of the ATP, perform all tests and forward the documented results to

UMC.4.2 Site Acceptance Tests (SAT):

4.2.1 After a review of the preliminary tests, a Site Acceptance Test date shall be established. A date will not be established until all equipment is available and functional for testing. UMC shall be entitled to witness testing on the agreed date.

4.2.2 On the date of Site Acceptance, PROPOSER shall be present to perform testing together with UMC to witness all of the tests performed including tests performed to confirm integration functionality.

4.2.3 In the event that UMC proceeds to the site for Site Acceptance Testing on the agreed date, and finds the System incomplete or not operational, PROPOSER shall cover all costs associated with UMC returning for repeat testing.

4.2.4 The purpose of a SAT is to ensure that the CCTV System is constructed, assembled, integrated and verified for performance to be in full compliance to the requirements and standards and is fully functional and operational for the intended use.

4.2.5 SAT commencement is subject to the full conformance to its As-Built drawings, parameters, and application specific hardware, software and QA / QC approvals.

4.2.6 SAT inspection and functional testing shall be conducted on the basis of pre-approved SAT procedures.

4.2.7 SAT infrastructure, performance, and functional requirements and/or specifications compliance which cannot be demonstrated or met will require a pre-approved waiver by UMC and will require retest. With the exception of pre-approved waivers, the SAT shall comply with a full Pass as per the pre-defined Pass / Fail criteria.

4.2.8 SAT documents shall be under full configuration management and QA supervision as per the Quality Assurance Plan (QAP).

4.2.9 At least fourteen (14) days prior to the scheduled commencement of the Site Acceptance Tests, PROPOSER shall submit a Site Acceptance Test Plan and Procedures to the engineer for approval.

4.2.10 The test procedures shall contain step-by-step instructions with a precise and comprehensive explanation of each test, including test scenario and objective. The procedures shall contain a cross-reference matrix where the requirements, methods of testing and the tolerances shall be listed. Equipment interconnection shall be explicitly described in graphical and textual form as may be required.

4.2.11 PROPOSER shall demonstrate that all the CCTV equipment is compliant to the technical specification and requirements. All deficiencies identified shall be corrected by PROPOSER prior to the Final System Acceptance phase.

4.2.12 Perform all operational and performance tests in the presence of UMC. In addition, UMC shall perform a visual and mechanical inspection of the installation with PROPOSER present as a witness.

4.2.13 There shall be a thirty (30) day period between the SAT and FSA phases. During this period of 30 days, UMC's operation and maintenance personnel shall operate the System normally in order to identify any equipment defects, software defects, hardware defects, modifications required, adjustments required, infrastructure enhancements and upgrades, etc. which shall be corrected by PROPOSER prior to the FSA.

4.3 Final System Acceptance:4.3.1 After successful completion of the SAT, UMC shall prepare a deficiency list. PROPOSER shall

correct all deficiencies and notify UMC when all on-site work is completed.4.3.2 UMC will conduct a final acceptance of the work only when all requirements of this specification

have been fulfilled, the hand over report has been received and all noted deficiencies have been corrected.

4.3.3 UMC will perform a spot check to verify that all deficiencies have been corrected.4.3.4 Upon verifying that all the deficiencies have been corrected, UMC will issue a letter of Technical

Acceptance signifying that the equipment has been accepted. Final System Acceptance shall be given when all the terms of this section have been met.

4.4 Testing Plan:4.4.1 Overall testing algorithm shall consist of three (3) phases per System and final Integrated Test(s)

of all subsystems.4.4.1.1 Field devices (Field Layer).4.4.1.2 Equipment rooms, including system servers (Distribution Layer).4.4.1.3 NVR room and other monitoring locations, integrated system functionality within the

System (Core Layer).4.4.1.4 Integrated functionality test (Integration Layer) testing of overall integrated functionality,

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4.4.2 The test shall be conducted according to the following algorithm:4.4.2.1 Verify prerequisites:

4.4.2.1.1 Verify presence of all required witnesses of the test in accordance with the Agreement Specification.

4.4.2.1.2 Verify presence of a test plan, test description.4.4.2.1.3 Verify presence of all test forms and checklists for proper test recording

and documenting.4.4.2.1.4 Verify presence of all test objects: field devices, panels, racks,

equipment, components, cables, hardware, software, programming devices, AC power, etc.

4.4.2.1.5 Verify presence of programming and/or configuration settings, manufacturer's recommended test procedures for every device, predetermined parameter ranges and expected test results. This information may vary and depends on the actual location of testing and commissioning activity.

4.4.2.1.6 Verify presence of prototype documentation package.4.4.2.1.7 Prototype inspection forms and checklists.4.4.2.1.8 Record Drawing(s).4.4.2.1.9 Programming/configuration settings.4.4.2.1.10 Digital images of test subject shall be taken by UMC Department of Public

Safety personnel.4.4.2.2 Conduct the Test:

4.4.2.2.1 Verify record drawings with the site location and the prototype package.4.4.2.2.2 Verify programming sheets with the prototype and active setting(s).4.4.2.2.3 Verify installation, workmanship, wiring, cabling, grounding, shielding, etc.4.4.2.2.4 Verify functionality.

4.4.3 Document the Test:4.4.3.1 Complete all test forms and checklists.4.4.3.2 Record all required and applicable information.4.4.3.3 Compare obtained test results with expected results.4.4.3.4 Provide test report.

4.4.4 Dealing with Deficiencies:4.4.4.1 In general, every deficiency is considered to be within the Agreement specification or

outside of the Agreement. In both cases, an actual action to correct any specific deficiency should be treated on an individual basis, confirmed and approved by UMC.

4.4.4.2 A proper line of commands based on specific Agreement shall be followed.4.4.4.3 Identify deficiencies and record them in System's log.4.4.4.4 Each and every deficiency should be corrected in a prompt manner. All deficiencies

shall be identified with proper correction schedule, dates, responsible parties, and names.

4.4.4.5 PROPOSER shall schedule and perform any retest required in the event that the previous test has not been successful. A new test shall follow the same steps described within this document.

4.5 The following test forms at a minimum shall be used during Testing, Commissioning and Acceptance:4.5.1 Closed Circuit Television (CCTV) Test:

4.5.1.1 CCTV Camera Test 4.5.1.2 CCTV Camera Power Supply Test4.5.1.3 Video Control Display Unit Test4.5.1.4 Encoder Test4.5.1.5 Decoder Test4.5.1.6 Video Storage Server Test4.5.1.7 Control Client Test4.5.1.8 Configuration Server Test4.5.1.9 Diagnostic Work Station Test4.5.1.10 Overall CCTV Functionality Test4.5.1.11 CCTV System Management Server/Application Test4.5.1.12 Camera Field of View Checklist

5. Protection: 5.1 After installing clean-finished surfaces, touch up shop-applied finishes as required to restore damaged

areas.5.2 Provide final protection and maintain conditions, in a manner acceptable to manufacturer and installer,

which ensure equipment is without damage or deterioration at the time of Initial Acceptance.

6. Clean Up:6.1 Remove all unnecessary tools and equipment, unused materials, packing materials, and debris from each

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area where work has been completed unless designated for storage daily.6.2 Clean up all areas around System equipment and ensure that internal equipment component area is free

from debris daily.

7. Instruction and Training: 7.1 The Training Phase of the project begins upon approval of the Shop Drawings. Final training does not

begin until Final System Acceptance is achieved. This phase is made up of two (2) milestones:7.1.1 Training Course Outline Approval7.1.2 Operator/Administrative Training

7.2 Prepare and submit two (2) copies of the training course outlines for review by UMC. As a minimum, this outline shall list all material to be covered, the time required to cover it and any training aids or equipment to be used for demonstration.

7.3 Course outlines shall be approved when all comments by UMC have been satisfactorily addressed.7.4 Perform all Operator and Administrative Training on site. The training shall be performed in two (2) stages:

7.4.1 Stage 1: A minimum of 24 hours of on-site, hands-on training each for operator and administrative personnel groups using the previously approved Training Course Outline.

7.4.2 Stage 2: A minimum of 32 hours of technical training for 12 of the FST group to get certified. This training is to be at the level of a certified technician as a licensed installer.

7.5 Supply all training aids and manuals and equipment necessary for training two (2) groups of 12 people.7.6 Documentation:

7.6.1 The Final Documentation Phase of the project begins upon approval of the Shop Drawings. This phase contains three (3) major milestones:7.6.1.1 Operator Manual Approval7.6.1.2 Maintenance Manual Approval7.6.1.3 As-Built Drawings Approval

7.6.2 Prepare and submit two (2) copies of the Operator and Maintenance Manuals for review by UMC within three (3) months of Shop Drawing Approval. Manuals shall be approved when all comments by UMC have been satisfactorily addressed.

7.6.3 Deliver four (4) copies of each manual within one (1) month of receiving Operator and Maintenance Manual approval from the engineer.

7.6.4 Prepare and submit two (2) copies of the As-built Drawings for review by UMC within one (1) month of on-site commissioning. As-builts will be taken to site for accuracy verification against the installation. The As-built Drawings will be approved by UMC when all comments have been satisfactorily addressed.

7.6.5 Deliver four (4) complete sets of revised As-built Drawings within one (1) month of receiving approval from UMC. Provide the option of Advanced technical training for three (3) people which can be performed on site if it is demonstrated to be necessary.

8. Spare Parts: 8.1 PROPOSER shall provide under and separate optional price, spare parts. Spare parts are to be based on

recommended spare as identified by the System manufacturer.

9. Agreement Closeout:9.1 The closeout of the Agreement will be in accordance with procedures in this RFP and the requirements

herein.9.2 Testing shall be 100% passed before substantial performance is awarded.9.3 Even though the equipment will be inspected and accepted, the Substantial Performance and Project

Closeout will not occur before all contractual obligations are completed including delivery of all digital "as-built" drawing, software code, maintenance documents, operations and spare parts manuals.

10. Warranty: 10.1 PROPOSER shall warranty the completed VMS including all equipment, computer software, documentation

and latent defects delivered shall perform in accordance with and conform to all applicable standards, requirements, specifications, descriptions, and other requirements included in their proposal and shall be without defects in materials, workmanship and design. The warranty shall commence upon Substantial Completion as defined by UMC.

10.2 PROPOSER shall maintain the VMS during the warranty period, and implement the preventative maintenance procedures requested elsewhere in this specification package. This includes all such items produced by Subcontractors or procured as off-the-shelf. This warranty shall include the provision and implementation of all software upgrades. Expose and assign to UMC, any manufacturer’s warranties which exceed one (1) year. Include 36 months all-inclusive parts and labor with 36 months warranty as part of the tender price. Also, include software maintenance for the period of 60 months with option to extend for two (2) 2-year periods. PROPOSER shall be available 24/7 for technical and service support. The Milestone Husky M500A shall have a three (3) year warranty and Milestone Care support.

10.3 As part of the submission, provide a complete list of recommended spare parts which should be held in the Country as well as a list of parts available on Company premises for fast System repairs and/or

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replacements. The quantity of spare parts provided shall amount to 2% of the cost of all the products supplied for this Agreement.

11. Quality Assurance: 11.1 General:

11.1.1 All installation, configuration and setup of software as well as related work hereto shall be carried out by qualified technicians thoroughly trained by the manufacture in the installation and service of the provided software and hardware.

11.1.2 Vendors must be in good standing with manufacturer and must have all up to date certifications.11.1.3 All equipment shall be installed in accordance with the equipment manufacturers’ requirements

and recommendations.11.1.4 Pre-approved technical and engineering staff shall be certified by the proposed technology

contractors to design, engineer, configure and maintain the proposed equipment as appropriate.11.1.5 All equipment and hardware provided by PROPOSER shall be new, unblemished and of the most

recent make and model. After installation, each item of equipment and hardware shall be cleaned to the satisfaction of UMC.

11.1.6 A thorough and professional installation shall be provided. PROPOSER shall utilize only skilled labor familiar with the work at hand. Unsafe practices, poor workmanship, incomplete submissions and documentation shall not be tolerated by UMC and shall be rejected.

11.1.7 PROPOSER shall observe and maintain site safety rules and procedures in accordance with best industry practices, local codes and the requirements of UMC.

11.2 Materials Guarantee:11.2.1 PROPOSER shall ensure that all correct parts are ordered and installed. PROPOSER shall

submit manufacturers cut sheets and part numbers for all System components for review by UMC’s representative prior to installation of equipment.

11.3 Manufacturer's Instructions:11.3.1 Unless otherwise specified, comply with manufacturer's latest printed instructions for materials and

installation methods. 11.3.2 Notify UMC’s representative in writing of any conflict between these specifications and

manufacturer’s instructions. UMC's representative will designate which document shall be followed.

11.4 Delivery and Storage:11.4.1 Delivery and storage arrangements shall be the sole responsibility of PROPOSER.11.4.2 Deliver, store and maintain packaged material and equipment with manufacturer's seals and labels

intact.11.4.3 Prevent damage, adulteration and soiling of material and equipment during delivery, handling and

storage. Immediately remove rejected material and equipment from site.11.4.4 Store material and equipment in accordance with supplier’s instructions.

11.5 Conformance:11.5.1 When materials are specified by a standard, prescriptive or performance specification, upon

request of UMC's representative, obtain from manufacturer an independent testing laboratory report showing that the material or equipment meets or exceeds the specified requirements.

11.6 Units of Measure:11.6.1 Imperial units of measurement shall be used exclusively on the drawings and in the specifications

for this project.11.6.2 PROPOSER is required to provide all relevant reference measurements in the imperial system.

11.7 Documentation:11.7.1 All submitted documentation shall be generated and transmitted in native editable format.11.7.2 Drawings shall also be supplied in AutoCAD and MS Visio format as appropriate.

11.8 Substitutions:11.8.1 No substitutions shall be permitted without prior written approval by UMC's representative.11.8.2 Substitution proposals will be considered if:

11.8.2.1 Materials specified are not available;11.8.2.2 Delivery date of materials specified would unduly delay completion of the Agreement;11.8.2.3 Substitute materials which are brought to the attention of and considered by UMC's

representative as equivalent to the material specified and will result in a credit to the Agreement amount;

11.8.2.4 Should proposed substitution be accepted either in part or in whole, PROPOSER assumes full responsibility and costs when substitution affects other work on the project. PROPOSER shall pay for design or drawing changes required as result of substitution;

11.8.2.5 Amounts of all credits arising from approval of substitutions will be determined by UMC's representative and Agreement price will be reduced accordingly.

11.9 Damage to Equipment and Property:11.9.1 PROPOSER shall take all appropriate measures to prevent damage to equipment, materials and

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PROPOSER immediately, at no cost to UMC.

12. Maintenance and Service Level Agreement:12.1 The term of the Maintenance Agreement will commence from the time of System acceptance.12.2 As a minimum during the warranty period, the Service Level Agreement (SLA) shall include a guaranteed

response time of one (1) hour for a major System failure and twenty-four (24) hours for a minor System failure on a 24 hour per day, 7 days per week basis. A major System failure shall be defined as the failure of any operator controls as well as any system controller, processor or communication link, which would result in the closure of any part of the facility. A minor System failure shall be defined as the failure of a single device such as a camera, monitor, etc.

13. License Fees:13.1 Provide licenses for every CCTV System software application installed on a workstation and server for all

machines that would require the software such that there are enough licenses for each software application to run on all machines, with an installation of the software application, concurrently at the time of commissioning.

13.2 All firmware and software shall be guaranteed for the three (3) year warranty duration, during which period any patches, bug fixes or related upgrades shall be implemented without additional cost to UMC.

13.3 Successful PROPOSER shall grant UMC a perpetual, non-exclusive, non-transferable, non-assignable limited licenses to use all software, firmware and licenses delivered as part of this Agreement.

V. Other

1. Payment Terms: Net 90 days

2. Maintenance Agreement Term and Termination: The Maintenance Agreement will be for five (5) years with two (2) two-year options to extend upon UMC’s discretion. UMC may terminate the Agreement with a 60-day written notice to the successful PROPOSER.

3. Ownership of Records: All documents and data made available by UMC to successful PROPOSER hereunder shall remain the property of UMC.

4. Governing Law: Nevada law shall govern the interpretation and enforcement of this Agreement. Venue shall be any appropriate State or Federal court in Clark County, Nevada.

5. Indemnification: Successful PROPOSER agrees to indemnify, defend and hold harmless UMC from and against all claims, liabilities, and expenses, including reasonable attorneys’ fees and costs arising out of this Agreement which may result from acts, omissions, or breach of this Agreement by successful PROPSER, its employees, contractors or agents.

ATTACHMENT A

DRAWINGSHOSPITAL VIDEO SURVEILLANCE AND SECURITY MANAGEMENT SYSTEM (TURN-KEY PROJECT)

[Please email [email protected] to obtain drawings]

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EXHIBIT BSAMPLE AGREEMENT

UNIVERSITY MEDICAL CENTERPage 30 of 81

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OF SOUTHERN NEVADA

AGREEMENT FOR //TITLE//

//RFP NO//

NAME OF COMPANY

DESIGNATED CONTACT, NAME AND PROJECT(Please type or print)

ADDRESS OF COMPANYINCLUDING CITY, STATE AND ZIP CODE

(AREA CODE) AND TELEPHONE NUMBER

(AREA CODE) AND FAX NUMBER

E-MAIL ADDRESS

AGREEMENT FOR //TITLE//

This Agreement for _______________________ (the “Agreement”) is made and entered into this ##XX day of Enter

Month 20XX (“Effective Date”), by and between UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA, a publicly owned

and operated hospital created by virtue of Chapter 450 of the Nevada Revised Statutes (hereinafter referred to as “HOSPITAL”),

and //LEGAL NAME// (hereinafter referred to as “COMPANY”), for __________________ (hereinafter referred to as

“PROJECT”).

W I T N E S S E T H:

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WHEREAS, COMPANY has the personnel and resources necessary to accomplish the PROJECT within the required

schedule and with a budget allowance not to exceed $ENTER AMT, including all travel, lodging, meals and miscellaneous

expenses, as further described herein; and

WHEREAS, COMPANY has the required licenses and/or authorizations pursuant to all federal, State of Nevada and

local laws in order to conduct business relative to this Agreement.

NOW, THEREFORE, HOSPITAL and COMPANY agree as follows:

SECTION I: TERM OF AGREEMENTHOSPITAL agrees to retain COMPANY for the period from through (“Initial Term”),

with the option to renew for _______, ____-year periods. During this period, COMPANY agrees to provide services as required

by HOSPITAL within the scope of this Agreement. HOSPITAL reserves the right to extend the Agreement for up to an additional

_______ (____) months for its convenience.

SECTION II: COMPENSATION AND TERMS OF PAYMENTA. Compensation

HOSPITAL agrees to pay COMPANY for the performance of services described in the Scope of Work (Attachment A)

for the fixed fee / not-to-exceed amount of $__________________. HOSPITAL’s obligation to pay COMPANY cannot

exceed the fixed fee / not-to-exceed amount. It is expressly understood that the entire work defined in Attachment A must be completed by COMPANY and it shall be COMPANY's responsibility to ensure that hours and tasks are

properly budgeted so the entire PROJECT is completed for the said fee.

B. Progress or Milestone Payments

COMPANY will be entitled to period payments for work completed in accordance with the completion of tasks indicated

in the Scope of Work (Attachment A).C. Terms of Payments

1. Payment of invoices will be made within __________ (____) calendar days after completion of PROJECT and

receipt of an accurate invoice that has been reviewed and approved by HOSPITAL.

2. Payment of travel and other miscellaneous expenses, with a not-to-exceed amount of

$__________________, will be made within __________ (____) calendar days upon receipt of an accurate

invoice(s) with supporting documentation that has been reviewed and approved by HOSPITAL.

3. HOSPITAL, at its discretion, may not approve or issue payment on invoices if COMPANY fails to provide the

following information required on each invoice:

a. The title of the PROJECT as stated in Attachment A, Scope of Work, itemized description of

products delivered or services rendered and amount due, HOSPITAL’s Project Number, Purchase

Order Number, Invoice Date, Invoice Period, Invoice Number, and the Payment Remittance Address.

b. Any expenses not defined in Attachment A, Scope of Work, will not be paid without prior written

authorization by HOSPITAL.

c. HOSPITAL’s representative shall notify COMPANY in writing within 14 calendar days of any disputed

amount included on the invoice. COMPANY must submit a new invoice for the undisputed amount

which will be paid in accordance with paragraph C.1 above. Upon mutual resolution of the disputed

amount, COMPANY will submit a new invoice for the agreed amount and payment will be made in

accordance with paragraph C.1 above.

4. No penalty will be imposed on HOSPITAL if HOSPITAL fails to pay COMPANY within _____ calendar days

after receipt of a properly documented invoice, and HOSPITAL will receive no discount for payment within that

period.

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5. In the event that legal action is taken by HOSPITAL or COMPANY based on a disputed payment, the

prevailing party shall be entitled to reasonable attorneys’ fees and costs subject to HOSPITAL’s available

unencumbered budgeted appropriations for the PROJECT.

6. HOSPITAL shall subtract from any payment made to COMPANY all damages, costs and expenses caused by

COMPANY's negligence, resulting from or arising out of errors or omissions in COMPANY's work products,

which have not been previously paid to COMPANY.

7. HOSPITAL shall not provide payment on any invoice COMPANY submits after six (6) months from the date

COMPANY performs services, provides deliverables, and/or meets milestones, as agreed upon in

Attachment A, Scope of Work.

8. Invoices shall be submitted to: University Medical Center of Southern Nevada, Attn: Accounts Payable,

1800 W. Charleston Blvd., Las Vegas, NV 89102.

D. HOSPITAL’s Fiscal Limitations

9. The content of this section shall apply to the entire Agreement and shall take precedence over any conflicting

terms and conditions, and shall limit HOSPITAL’s financial responsibility as indicated in Sections 2 and 3

below.

10. In accordance with the Nevada Revised Statutes (NRS 354.626), the financial obligations under this

Agreement between the parties shall not exceed those monies appropriated and approved by HOSPITAL for

the then current fiscal year under the Local Government Budget Act.  This Agreement shall terminate and

HOSPITAL's obligations under it shall be extinguished at the end of any of HOSPITAL's fiscal years in which

HOSPITAL’s governing body fails to appropriate monies for the ensuing fiscal year sufficient for the payment

of all amounts which could then become due under this Agreement.  HOSPITAL agrees that this Section shall

not be utilized as a subterfuge or in a discriminatory fashion as it relates to this Agreement.   In the event this

Section is invoked, this Agreement will expire on the 30th day of June of the then current fiscal year. 

Termination under this Section shall not relieve HOSPITAL of its obligations incurred through the 30th day of

June of the fiscal year for which monies were appropriated.

11. HOSPITAL’s total liability for all charges for services which may become due under this Agreement is limited

to the total maximum expenditure(s) authorized in HOSPITAL’s purchase order(s) to COMPANY.

SECTION III: SCOPE OF WORKServices to be performed by COMPANY for the PROJECT shall consist of the work described in the Scope of Work as set forth

in Attachment A of this Agreement, attached hereto.

SECTION IV: CHANGES TO SCOPE OF WORKA. HOSPITAL may at any time, by written order, make changes within the general scope of this Agreement and in the

services or work to be performed. If such changes cause an increase or decrease in COMPANY's cost or time

required for performance of any services under this Agreement, an equitable adjustment limited to an amount within

current unencumbered budgeted appropriations for the PROJECT shall be made and this Agreement shall be modified

in writing accordingly. Any claim of COMPANY for the adjustment under this clause must be submitted in writing within

30 calendar days from the date of receipt by COMPANY of notification of change unless HOSPITAL grants a further

period of time before the date of final payment under this Agreement.

B. No services for which an additional compensation will be charged by COMPANY shall be furnished without the written

authorization of HOSPITAL.

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SECTION V: RESPONSIBILITY OF COMPANY A. It is understood that in the performance of the services herein provided for, COMPANY shall be, and is, an independent

contractor, and is not an agent, representative or employee of HOSPITAL and shall furnish such services in its own

manner and method except as required by this Agreement. Further, COMPANY has and shall retain the right to

exercise full control over the employment, direction, compensation and discharge of all persons employed by

COMPANY in the performance of the services hereunder. COMPANY shall be solely responsible for, and shall

indemnify, defend and hold HOSPITAL harmless from all matters relating to the payment of its employees, including

compliance with social security, withholding and all other wages, salaries, benefits, taxes, demands, and regulations of

any nature whatsoever.

B. COMPANY shall appoint a Manager, upon written acceptance by HOSPITAL, who will manage the performance of

services. All of the services specified by this Agreement shall be performed by the Manager, or by COMPANY's

associates and employees under the personal supervision of the Manager. Should the Manager, or any employee of

COMPANY be unable to complete his or her responsibility for any reason, COMPANY must obtain written approval by

HOSPITAL prior to replacing him or her with another equally qualified person. If COMPANY fails to make a required

replacement within 30 days, HOSPITAL may terminate this Agreement for default.

C. COMPANY has, or will, retain such employees as it may need to perform the services required by this Agreement.

Such employees shall not be employed by HOSPITAL.

D. COMPANY agrees that its officers and employees will cooperate with HOSPITAL in the performance of services under

this Agreement and will be available for consultation with HOSPITAL at such reasonable times with advance notice as

to not conflict with their other responsibilities.

E. COMPANY will follow HOSPITAL's standard procedures as followed by HOSPITAL's staff in regard to programming

changes; testing; change control; and other similar activities.

F. COMPANY shall be responsible for the professional quality, technical accuracy, timely completion, and coordination of

all services furnished by COMPANY, its subcontractors and its and their principals, officers, employees and agents

under this Agreement. In performing the specified services, COMPANY shall follow practices consistent with generally

accepted professional and technical standards.

G. It shall be the duty of COMPANY to assure that all products or services of its effort are technically sound and in

conformance with all pertinent Federal, State and Local statutes, codes, ordinances, resolutions and other regulations.

If applicable, COMPANY will not produce a work product which violates or infringes on any copyright or patent rights.

COMPANY shall, without additional compensation, correct or revise any errors or omissions in its services or work

products:

1. Permitted or required approval by HOSPITAL of any products or services furnished by COMPANY shall not in

any way relieve COMPANY of responsibility for the professional and technical accuracy and adequacy of its

work.

2. HOSPITAL’s review, approval, acceptance, or payment for any of COMPANY's services herein shall not be

construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of

the performance of this Agreement, and COMPANY shall be and remain liable in accordance with the terms of

this Agreement and applicable law for all damages to HOSPITAL caused by COMPANY's performance or

failures to perform under this Agreement.

H. All materials, information, and documents, whether finished, unfinished, drafted, developed, prepared, completed, or

acquired by COMPANY for HOSPITAL relating to the services to be performed hereunder and not otherwise used or

useful in connection with services previously rendered, or services to be rendered, by COMPANY to parties other than

HOSPITAL shall become the property of HOSPITAL and shall be delivered to HOSPITAL's representative upon

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completion or termination of this Agreement, whichever comes first. COMPANY shall not be liable for damages,

claims, and losses arising out of any reuse of any work products on any other project conducted by HOSPITAL.

HOSPITAL shall have the right to reproduce all documentation supplied pursuant to this Agreement.

I. Drawings and specifications remain the property of COMPANY. Copies of the drawings and specifications retained by

HOSPITAL may be utilized only for its use and for occupying the PROJECT for which they were prepared, and not for

the construction of any other project. A copy of all materials, information and documents, whether finished, unfinished,

or draft, developed, prepared, completed, or acquired by COMPANY during the performance of services for which it

has been compensated under this Agreement, shall be delivered to HOSPITAL’s representative upon completion or

termination of this Agreement, whichever occurs first. HOSPITAL shall have the right to reproduce all documentation

supplied pursuant to this Agreement. COMPANY shall furnish Hospital’s representative copies of all correspondence to

regulatory agencies for review prior to mailing such correspondence.

J. The rights and remedies of HOSPITAL provided for under this section are in addition to any other rights and remedies

provided by law or under other sections of this Agreement.

SECTION VI: SUBCONTRACTSA. Services specified by this Agreement shall not be subcontracted by COMPANY, without prior written approval of

HOSPITAL.

B. Approval by HOSPITAL of COMPANY's request to subcontract, or acceptance of, or payment for, subcontracted work

by HOSPITAL shall not in any way relieve COMPANY of responsibility for the professional and technical accuracy and

adequacy of the work. COMPANY shall be and remain liable for all damages to HOSPITAL caused by negligent

performance or non-performance of work under this Agreement by COMPANY's subcontractor or its sub-subcontractor.

C. The compensation due under Section II shall not be affected by HOSPITAL's approval of COMPANY's request to

subcontract.

SECTION VII: RESPONSIBILITY OF HOSPITALA. HOSPITAL agrees that its officers and employees will cooperate with COMPANY in the performance of services under

this Agreement and will be available for consultation with COMPANY at such reasonable times with advance notice as

to not conflict with their other responsibilities.

B. The services performed by COMPANY under this Agreement shall be subject to review for compliance with the terms

of this Agreement by HOSPITAL's representative, //COORD//, //CODEPT//, telephone number (702) //XXX-XXXX// or

their designee. HOSPITAL's representative may delegate any or all of his responsibilities under this Agreement to

appropriate staff members, and shall so inform COMPANY by written notice before the effective date of each such

delegation.

C. HOSPITAL shall assist COMPANY in obtaining data on documents from public officers or agencies, and from private

citizens and/or business firms, whenever such material is necessary for the completion of the services specified by this

Agreement.

D. COMPANY will not be responsible for accuracy of information or data supplied by HOSPITAL or other sources to the

extent such information or data would be relied upon by a reasonably prudent COMPANY.

SECTION VIII: TIME SCHEDULEA. Time is of the essence of this Agreement.

B. If COMPANY’s performance of services is delayed or if COMPANY’s sequence of tasks is changed, COMPANY shall

notify HOSPITAL’s representative in writing of the reasons for the delay and prepare a revised schedule for

performance of services. The revised schedule is subject to HOSPITAL’s written approval.

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C. In the event that COMPANY fails to complete the PROJECT within the time specified in the Agreement, or with such

additional time(s) as may be granted by formal Amendment, or fails to prosecute the work or any separable part

thereof, with such diligence as will insure completion within the time(s) specified in the Agreement or any extensions

thereof, COMPANY shall pay to the HOSPITAL, as liquidated damages, the sum of $ENTER AMT for each calendar

day of delay until such reasonable time as may be required for final completion of the work, together with any increased

costs incurred by HOSPITAL in completing the work.

SECTION IX: SUSPENSION AND TERMINATIONA. Suspension

HOSPITAL may suspend performance by COMPANY under this Agreement for such period of time as HOSPITAL, at

its sole discretion, may prescribe by providing written notice to COMPANY at least 10 working days prior to the date on

which HOSPITAL wishes to suspend. Upon such suspension, HOSPITAL shall pay COMPANY its compensation,

based on the percentage of the PROJECT completed and earned until the effective date of suspension, less all

previous payments. COMPANY shall not perform further work under this Agreement after the effective date of

suspension until receipt of written notice from HOSPITAL to resume performance. In the event HOSPITAL suspends

performance by COMPANY for any cause other than the error or omission of COMPANY, for an aggregate period in

excess of 30 days, COMPANY shall be entitled to an equitable adjustment of the compensation payable to COMPANY

under this Agreement to reimburse COMPANY for additional costs occasioned as a result of such suspension of

performance by HOSPITAL based on appropriated funds and approval by HOSPITAL.

B. Termination

1. Termination for Cause

This Agreement may be terminated in whole or in part by either party in the event of substantial failure or

default of the other party to fulfill its obligations under this Agreement through no fault of the terminating party;

but only after the other party is given:

a. not less than _____ calendar days written notice of intent to terminate; and

b. an opportunity for consultation with the terminating party prior to termination.

2. Termination for Convenience

a. This Agreement may be terminated in whole or in part by HOSPITAL for its convenience; but only after

COMPANY is given not less than _____ calendar days written notice of intent to terminate; and

b. If termination is for HOSPITAL’s convenience, HOSPITAL shall pay COMPANY that portion of the

compensation which has been earned as of the effective date of termination but no amount shall be

allowed for anticipated profit on performed or unperformed services or other work.

3. Effect of Termination

a. If termination for substantial failure or default is effected by HOSPITAL, HOSPITAL will pay COMPANY

that portion of the compensation which has been earned as of the effective date of termination but:

i. No amount shall be allowed for anticipated profit on performed or unperformed services or other

work; and

ii. Any payment due to COMPANY at the time of termination may be adjusted to the extent of any

additional costs occasioned to HOSPITAL by reason of COMPANY's default.

b. Upon receipt or delivery by COMPANY of a termination notice, COMPANY shall promptly discontinue all

services affected (unless the notice directs otherwise) and deliver or otherwise make available to

HOSPITAL’s representative, copies of all deliverables as provided in Section V paragraph H.

c. If after termination for failure of COMPANY to fulfill contractual obligations it is determined that

COMPANY has not so failed, the termination shall be deemed to have been effected for the convenience

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of HOSPITAL.

d. Upon termination, HOSPITAL may take over the work and prosecute the same to completion by

agreement with another party or otherwise. In the event COMPANY shall cease conducting business,

HOSPITAL shall have the right to make an unsolicited offer of employment to any employees of

COMPANY assigned to the performance of this Agreement.

4. The rights and remedies of HOSPITAL and COMPANY provided in this section are in addition to any other

rights and remedies provided by law or under this Agreement.

5. Neither party shall be considered in default in the performance of its obligations hereunder, nor any of them, to

the extent that performance of such obligations, nor any of them, is prevented or delayed by any cause,

existing or future, which is beyond the reasonable control of such party. Delays arising from the actions or

inactions of one or more of COMPANY's principals, officers, employees, agents, subcontractors, vendors or

suppliers are expressly recognized to be within COMPANY's control.

SECTION X: INSURANCECOMPANY shall obtain and maintain the insurance coverage required in Exhibit XX incorporated herein by this reference.

COMPANY shall comply with the terms and conditions set forth in Exhibit XX and shall include the cost of the insurance

coverage in their prices.

SECTION XI: NOTICESAny notice required to be given hereunder shall be deemed to have been given when received by the party to whom it is

directed by personal service, hand delivery, certified U.S. mail, return receipt requested or facsimile, at the following addresses:

TO HOSPITAL: University Medical Center of Southern Nevada

Attn: Contracts Management

1800 W. Charleston Blvd.

Las Vegas, NV 89102

TO COMPANY:

SECTION XII: MISCELLANEOUSA. Amendments

No modifications or amendments to this Agreement shall be valid or enforceable unless mutually agreed to in writing by

the parties.

B. Independent Contractor

COMPANY acknowledges that COMPANY and any subcontractors, agents or employees employed by COMPANY

shall not, under any circumstances, be considered employees of HOSPITAL, and that they shall not be entitled to any

of the benefits or rights afforded employees of HOSPITAL, including, but not limited to, sick leave, vacation leave,

holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers'

compensation insurance benefits. HOSPITAL will not provide or pay for any liability or medical insurance, retirement

contributions or any other benefits for or on behalf of COMPANY or any of its officers, employees or other agents.

C. Immigration Reform and Control Act

In accordance with the Immigration Reform and Control Act of 1986, COMPANY agrees that it will not employ

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unauthorized aliens in the performance of this Agreement.

D. Public Funds / Non-Discrimination

COMPANY acknowledges that HOSPITAL has an obligation to ensure that public funds are not used to subsidize

private discrimination. COMPANY recognizes that if they or their subcontractors are found guilty by an appropriate

authority of refusing to hire or do business with an individual or company due to reasons of race, color, religion, sex,

sexual orientation, gender identity or gender expression, age, disability, handicapping condition (including AIDS or

AIDS related conditions), national origin, or any other class protected by law or regulation, HOSPITAL may declare

COMPANY in breach of the Agreement, terminate the Agreement, and designate COMPANY as non-responsible.

E. Assignment

Any attempt by COMPANY to assign or otherwise transfer any interest in this Agreement without the prior written

consent of HOSPITAL shall be void.

F. Indemnity

COMPANY does hereby agree to defend, indemnify, and hold harmless HOSPITAL and the employees, officers and

agents of HOSPITAL from any liabilities, damages, losses, claims, actions or proceedings, including, without limitation,

reasonable attorneys’ fees and costs, that are caused by the negligence, errors, omissions, recklessness or intentional

misconduct of COMPANY or the employees, contractors or agents of COMPANY in the performance of this

Agreement.

G. Governing Law

Nevada law shall govern the interpretation and enforcement of this Agreement.

H. Covenant Against Contingent Fees

COMPANY warrants that no person or selling agency has been employed or retained to solicit or secure this

Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee,

excepting bona fide permanent employees. For breach or violation of this warranty, HOSPITAL shall have the right to

annul this Agreement without liability or in its discretion to deduct from the Agreement price or consideration or

otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

I. Gratuities

6. HOSPITAL may, by written notice to COMPANY, terminate this Agreement if it is found after notice and

hearing by HOSPITAL that gratuities (in the form of entertainment, gifts, or otherwise) were offered or given by

COMPANY or any agent or representative of COMPANY to any officer or employee of HOSPITAL with a view

toward securing a contract or securing favorable treatment with respect to the awarding or amending or

making of any determinations with respect to the performance of this Agreement.

7. In the event this Agreement is terminated as provided in paragraph 1 hereof, HOSPITAL shall be entitled:

d. to pursue the same remedies against COMPANY as it could pursue in the event of a breach of this

Agreement by COMPANY; and

e. as a penalty in addition to any other damages to which it may be entitled by law, to exemplary damages

in an amount (as determined by HOSPITAL) which shall be not less than three (3) nor more than ten (10)

times the costs incurred by COMPANY in providing any such gratuities to any such officer or employee.

8. The rights and remedies of HOSPITAL provided in this clause shall not be exclusive and are in addition to any

other rights and remedies provided by law or under this Agreement.

J. Audits

The performance of this Agreement by COMPANY is subject to review by HOSPITAL to insure Agreement compliance.

COMPANY agrees to provide HOSPITAL any and all information requested that relates to the performance of this

Agreement. All request for information will be in writing to COMPANY. Time is of the essence during the audit

process. Failure to provide the information requested within the timeline provided in the written information request

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may be considered a material breach of Agreement and be cause for suspension and/or termination of the Agreement.

K. Covenant

COMPANY covenants that it presently has no interest and that it will not acquire any interest, direct or indirect, which

would conflict in any manner or degree with the performance of services required to be performed under this

Agreement. COMPANY further covenants, to its knowledge and ability, that in the performance of said services no

person having any such interest shall be employed.

L. Confidential Treatment of Information

COMPANY shall preserve in strict confidence any information obtained, assembled or prepared in connection with the

performance of this Agreement.

M. ADA Requirements

All work performed or services rendered by COMPANY shall comply with the Americans with Disabilities Act standards

adopted by Clark County. All facilities built prior to January 26, 1992 must comply with the Uniform Federal

Accessibility Standards; and all facilities completed after January 26, 1992 must comply with the Americans with

Disabilities Act Accessibility Guidelines.

N. Subcontractor Information

COMPANY shall provide a list of the Minority-Owned Business Enterprise (MBE), Women-Owned Business Enterprise

(WBE), Physically-Challenged Business Enterprise (PBE), Small Business Enterprise (SBE), and Nevada Business

Enterprise (NBE) subcontractors for this Agreement utilizing the attached format Exhibit XX. The information provided

in Exhibit XX by COMPANY is for HOSPITAL’s information only.

O. Non-Excluded Healthcare Provider

COMPANY represents and warrants to HOSPITAL that neither it nor any of its affiliates (a) are excluded from

participation in any federal health care program, as defined under 42 U.S.C. §1320a-7b (f), for the provision of items or

services for which payment may be made under such federal health care programs and (b) has arranged or contracted

(by employment or otherwise) with any employee, contractor or agent that such party or its affiliates know or should

know are excluded from participation in any federal health care program, to provide items or services hereunder. 

COMPANY represents and warrants to HOSPITAL that no final adverse action, as such term is defined under 42

U.S.C. §1320a-7e (g), has occurred or is pending or threatened against such COMPANY or its affiliates or to their

knowledge against any employee, contractor or agent engaged to provide items or services under this Agreement

(collectively “Exclusions / Adverse Actions”).

P. Public Records

COMPANY acknowledges that HOSPITAL is a public county-owned hospital which is subject to the provisions of the

Nevada Public Records Act, Nevada Revised Statutes Chapter 239, as may be amended from time to time, and as

such its records are public documents available to copying and inspection by the public.  If HOSPITAL receives a

demand for the disclosure of any information related to this Agreement which COMPANY has claimed to be

confidential and proprietary, HOSPITAL will immediately notify COMPANY of such demand and COMPANY shall

immediately notify HOSPITAL of its intention to seek injunctive relief in a Nevada court for protective order. COMPANY

shall indemnify, defend and hold harmless HOSPITAL from any claims or actions, including all associated costs and

attorney’s fees, regarding or related to any demand for the disclosure of COMPANY documents in HOSPITAL’s

custody and control in which COMPANY claims to be confidential and proprietary.

Q. Travel Policy

The following are the acceptable travel guidelines for reimbursement of travel costs:

Reimbursement shall only be for the contract personnel.

Transportation:

- Domestic Airlines (Coach Ticket). Number of trips must be approved by HOSPITAL.

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- Personal Vehicle: HOSPITAL will not pay costs associated to driving a personal vehicle in lieu of air

travel.

Meals: All meal charges will be paid up to and not to exceed $50 per day. This includes a 15% tip.

Lodging: Lodging will either be booked by HOSPITAL or reimbursed for costs of a reasonable room rate plus taxes for

Las Vegas, NV, not to exceed $150 per night.

Rental Vehicles: One (1) automobile rental will be authorized per four (4) travelers. Rental must be mid-size or smaller.

HOSPITAL will reimburse up to $150 per week. Return re-fuel cap of $50 per vehicle.

Each traveler shall submit the following documents in order to claim travel reimbursement. The documents shall be

readable copies of the original itemized receipts with each traveler’s full name. Only actual costs (including all

applicable sales tax) will be reimbursed.

- Company’s Invoice

o With copy of executed Agreement highlighting the allowable travel

o List of travelers

o Number of days in travel status

- Hotel receipt

- Meal receipts for each meal

- Airline receipt

- Car rental receipt (Identify driver and passengers)

- Airport parking receipt (traveler’s Airport origin)

- Gas re-fuel upon return of rental vehicle capped at $50 per vehicle

- Airport long term parking (only for economy rate)

The following are some of the charges that will NOT be allowable for reimbursement (not all inclusive):

- Personal vehicle (UMC will not pay costs associated to driving a personal vehicle in lieu of air travel)

- Excess baggage fares

- Upgrades for transportation, lodging, or vehicles

- Alcohol

- Room service

- In-room movie rentals

- In-room beverage/snacks

- Gas for personal vehicles

- Transportation to and from traveler’s home and the airport

- Mileage

- Travel time

Travel expenses shall not exceed $_____________ without prior written approval from HOSPITAL.

R. Publicity

Subject to the provisions of Section XII, paragraph P, neither HOSPITAL nor COMPANY shall cause to be published or

disseminated any advertising materials, either printed or electronically transmitted which identify the other party or its

facilities with respect to this Agreement without the prior written consent of the other party.

S. Disclosure of Ownership Form

COMPANY agrees to provide the information on the attached Disclosure of Ownership/Principals Form as set forth in Exhibit XX and Disclosure of Relationship (Suppliers) Form as set forth in Exhibit XX prior to any Agreement and/or

Agreement amendment to be awarded by the Governing Board.

T. Business Associate Agreement

COMPANY agrees to complete and submit the attached Business Associate Agreement as set for in Exhibit XX.

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U. Clark County Business License / Registration

Prior to award of this Agreement, other than for the supply of goods being shipped directly to a UMC facility,

COMPANY may be required to obtain a Clark County business license or register annually as a limited vendor

business with the Clark County Business License Department.

a. Clark County Business License is Required if:

i. A business is physically located in unincorporated Clark County, Nevada.

ii. The work to be performed is located in unincorporated Clark County, Nevada.

b. Register as a Limited Vendor Business Registration if:

i. A business is physically located outside of unincorporated Clark County, Nevada

Ii. A business is physically located outside the state of Nevada.

The Clark County Department of Business License can answer any questions concerning determination of which

requirement is applicable to your company. It is located at the Clark County Government Center, 500 South Grand

Central Parkway, 3rd Floor, Las Vegas, NV or you can reach them via telephone at (702) 455-4252 or toll free at (800)

328-4813.

You may also obtain information on line regarding Clark County Business Licenses by visiting the website at

www.clarkcountynv.gov, go to “Business License Department”

(http://www.clarkcountynv.gov/Depts/business_license/Pages/default.aspx)

IN WITNESS WHEREOF, the parties have caused this Contract to be executed the day and year first above written.

HOSPITAL:

UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA

By: MASON VANHOUWELING DATEChief Executive Officer

COMPANY:

//LEGAL NAME//

By: //NAME// DATE//TITLE//

ATTACHMENT A//PROJECT DESCRIPTION//

SCOPE OF WORK

Begin here.

EXHIBIT C

(Successful PROPOSER will be required to provide a copy of the declaration page of its current liability insurance policy prior to the award of the Contract.)

INSURANCE REQUIREMENTS

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TO ENSURE COMPLIANCE WITH THE CONTRACT DOCUMENT, //TYPE// SHOULD FORWARD THE FOLLOWING INSURANCE CLAUSE AND SAMPLE INSURANCE FORM TO THEIR INSURANCE AGENT PRIOR TO PROPOSAL SUBMITTAL.

Format/Time: The //TYPE// shall provide OWNER with Certificates of Insurance, per the sample format (page B-3), for coverages as listed below, and endorsements affecting coverage required by this Contract within 10 calendar days after the award by OWNER. All policy certificates and endorsements shall be signed by a person authorized by that insurer and who is licensed by the State of Nevada in accordance with NRS 680A.300. All required aggregate limits shall be disclosed and amounts entered on the Certificate of Insurance, and shall be maintained for the duration of the Contract and any renewal periods.

Best Key Rating: OWNER requires insurance carriers to maintain during the Contract term, a Best Key Rating of A.VII or higher, which shall be fully disclosed and entered on the Certificate of Insurance.

OWNER Coverage: OWNER, its officers and employees must be expressly covered as additional insured except on workers' compensation and professional liability insurance coverages. The //TYPE//'s insurance shall be primary as respects OWNER, its officers and employees.

Endorsement/Cancellation: The //TYPE//'s general liability insurance policy shall be endorsed to recognize specifically the //TYPE//’s contractual obligation of additional insured to OWNER. All policies must note that OWNER will be given thirty (30) calendar days advance notice by certified mail “return receipt requested” of any policy changes, cancellations, or any erosion of insurance limits.

Deductibles: All deductibles and self-insured retentions shall be fully disclosed in the Certificates of Insurance and may not exceed $25,000.

Aggregate Limits: If aggregate limits are imposed on bodily injury and property damage, then the amount of such limits must not be less than $2,000,000.

Commercial General Liability: Subject to Paragraph 6 of this Exhibit, the //TYPE// shall maintain limits of no less than $1,000,000 combined single limit per occurrence for bodily injury (including death), personal injury and property damages. Commercial general liability coverage shall be on a “per occurrence” basis only, not “claims made,” and be provided either on a Commercial General Liability or a Broad Form Comprehensive General Liability (including a Broad Form CGL endorsement) insurance form.

Automobile Liability: Subject to Paragraph 6 of this Exhibit, the //TYPE// shall maintain limits of no less than $1,000,000 combined single limit per occurrence for bodily injury and property damage to include, but not be limited to, coverage against all insurance claims for injuries to persons or damages to property which may arise from services rendered by //TYPE// and any auto used for the performance of services under this Contract.

Professional Liability: The //TYPE// shall maintain limits of no less than $1,000,000 aggregate. If the professional liability insurance provided is on a Claims Made Form, then the insurance coverage required must continue for a period of 2 years beyond the completion or termination of this Contract. Any retroactive date must coincide with or predate the beginning of this and may not be advanced without the consent of OWNER.

Workers' Compensation: The //TYPE// shall obtain and maintain for the duration of this Contract, a work certificate and/or a certificate issued by an insurer qualified to underwrite workers’ compensation insurance in the State of Nevada, in accordance with Nevada Revised Statutes Chapters 616A-616D, inclusive, provided, however, a //TYPE// that is a Sole Proprietor shall be required to submit an affidavit (Attachment 1) indicating that the //TYPE// has elected not to be included in the terms, conditions and provisions of Chapters 616A-616D, inclusive, and is otherwise in compliance with those terms, conditions and provisions.

Failure To Maintain Coverage: If the //TYPE// fails to maintain any of the insurance coverages required herein, OWNER may withhold payment, order the //TYPE// to stop the work, declare the //TYPE// in breach, suspend or terminate the Contract, assess liquidated damages as defined herein, or may purchase replacement insurance or pay premiums due on existing policies. OWNER may collect any replacement insurance costs or premium payments made from the //TYPE// or deduct the amount paid from any sums due the //TYPE// under this Contract.

Additional Insurance: The //TYPE// is encouraged to purchase any such additional insurance as it deems necessary.

Damages: The //TYPE// is required to remedy all injuries to persons and damage or loss to any property of OWNER, caused in whole or in part by the //TYPE//, their subcontractors or anyone employed, directed or supervised by //TYPE//.

Cost: The //TYPE// shall pay all associated costs for the specified insurance. The cost shall be included in the price(s).

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Insurance Submittal Address: All Insurance Certificates requested shall be sent to the University Medical Center of Southern Nevada, Attention: Contracts Management. See the Submittal Requirements Clause in the RFP package for the appropriate mailing address.

Insurance Form Instructions: The following information must be filled in by the //TYPE//’s Insurance Company representative:

1) Insurance Broker’s name, complete address, phone and fax numbers.

2) //TYPE//’s name, complete address, phone and fax numbers.

3) Insurance Company’s Best Key Rating

4) Commercial General Liability (Per Occurrence)(A) Policy Number(B) Policy Effective Date(C) Policy Expiration Date(D) General Aggregate ($2,000,000)(E) Products-Completed Operations Aggregate ($2,000,000)(F) Personal & Advertising Injury ($1,000,000)(G) Each Occurrence ($1,000,000)(H) Fire Damage ($50,000)( I ) Medical Expenses ($5,000)

5) Automobile Liability (Any Auto)(J) Policy Number(K) Policy Effective Date(L) Policy Expiration Date(M) Combined Single Limit ($1,000,000)

6) Worker’s Compensation

7) Description: Number and Name of Contract (must be identified on the initial insurance form and each renewal form).

8) Certificate Holder:

University Medical Center of Southern Nevadac/o Contracts Management1800 West Charleston BoulevardLas Vegas, Nevada 89102

THE CERTIFICATE HOLDER, UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA, MUST BE NAMED AS AN ADDITIONAL INSURED.

Appointed Agent Signature to include license number and issuing state

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

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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

INSURANCE BROKER’S NAMEADDRESS

CONTACTNAME:

PHONE(A/C No. Ext): BROKER’S PHONE NUMBER

FAX(A/C No.) BROKER’S FAX NUMBER

E-MAILADDRESS: BROKER’S EMAIL ADDRESS

INSURER(S) AFFORDING COVERAGE NAIC #

INSURED

CONTRACTOR’S NAMEADDRESSPHONE & FAX NUMBERS

INSURER A:

INSURER B:

INSURER C:

INSURER D:

INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: 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.

INSRLTR TYPE OF INSURANCE

ADD’LINSR

SUBR

WVD POLICY NUMBER

POLICY EFF

(MM/DD/YY)

POLICY EXP

(MM/DD/YY) LIMITS

GENERAL LIABILITY

x

EACH OCCURRENCE $ 1,000,000

X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTEDPREMISES (Ea occurrence) $

CLAIMS-MADE X OCCUR. MED EXP (Any one person) $ 5,000

PERSONAL & ADV INJURY $ 1,000,000

GENERAL AGGREGATE $ 2,000,000

GEN’L AGGREGATE LIMIT APPLIES PER: PRODUCTS – COMP/OP AGG $ 2,000,000

POLICY X PROJECT LOC DEDUCTIBLE MAXIMUM $ 25,000

AUTOMOBILE LIABILITY

x

COMBINED SINGLE LIMIT(Ea accident) $ 1,000,000

X ANY AUTO BODILY INJURY (Per person) $

ALL OWNED AUTOS BODILY INJURY (Per accident) $

SCHEDULED AUTOS PROPERTY DAMAGE (Per accident) $

HIRED AUTOS $

NON-OWNED AUTOS DEDUCTIBLE MAXIMUM $ 25,000

WORKER'S COMPENSATIONAND EMPLOYERS' LIABILITY Y/NANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?(Mandatory in NH)

describe underDESCRIPTION OF OPERATIONS below

N/A

WC STATU-TORY LIMITS OTHER $

E.L. EACH ACCIDENT $

E.L. DISEASE – E.A. EMPLOYEE $

E.L. DISEASE – POLICY LIMIT $

INSTALLATION FLOATER AGGREGATE $

DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required)

(Insert Project Name). UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA, ITS OFFICERS, EMPLOYEES AND VOLUNTEERS, ARE INSUREDS WITH RESPECT TO LIABILITY ARISING OUT OF THE ACTIVITIES BY OR ON BEHALF OF THE NAMED INSURED IN CONNECTION WITH THIS PROJECT.

CERTIFICATE HOLDER CANCELLATION

UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADAC/O CONTRACTS MANAGEMENT1800 WEST CHARLESTON BOULEVARDLAS VEGAS, NV 89102

The Certificate Holder is named as an additional insured.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE

@ 1988-2010 ACORD CORPORATION. All rights reserved.ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD

EXHIBIT DSUBCONTRACTOR INFORMATION

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DEFINITIONS

MINORITY OWNED BUSINESS ENTERPRISE (MBE): An independent and continuing Nevada business for profit which performs a commercially useful function and is at least 51% owned and controlled by one or more minority persons of Black American, Hispanic American, Asian-Pacific American or Native American ethnicity.

WOMEN OWNED BUSINESS ENTERPRISE (WBE): An independent and continuing Nevada business for profit which performs a commercially useful function and is at least 51% owned and controlled by one or more women.

PHYSICALLY-CHALLENGED BUSINESS ENTERPRISE (PBE): An independent and continuing Nevada business for profit which performs a commercially useful function and is at least 51% owned and controlled by one or more disabled individuals pursuant to the federal Americans with Disabilities Act.

SMALL BUSINESS ENTERPRISE (SBE): An independent and continuing Nevada business for profit which performs a commercially useful function, is not owned and controlled by individuals designated as minority, women, or physically-challenged, and where gross annual sales does not exceed $2,000,000.

NEVADA BUSINESS ENTERPRISE (NBE): Any Nevada business which has the resources necessary to sufficiently perform identified County projects, and is owned or controlled by individuals that are not designated as socially or economically disadvantaged.

It is our intent to utilize the following MBE, WBE, PBE, SBE, and NBE subcontractors in association with this Contract:

Subcontractor Name: Contact Person: Telephone Number: Description of Work: Estimated Percentage of Total Dollars: Business Type: ___ MBE ___ WBE ___ PBE ___ SBE ___ NBE

Subcontractor Name: Contact Person: Telephone Number: Description of Work: Estimated Percentage of Total Dollars: Business Type: ___ MBE ___ WBE ___ PBE ___ SBE ___ NBE

□ No MBE, WBE, PBE, SBE, or NBE subcontractors will be used.

EXHIBIT EINSTRUCTIONS FOR COMPLETING THE

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DISCLOSURE OF OWNERSHIP/PRINCIPALS FORM

Purpose of the Form

The purpose of the Disclosure of Ownership/Principals Form is to gather ownership information pertaining to the business entity for use by the University Medical Center of Southern Nevada Governing Board (“GB”) in determining whether members of the GB should exclude themselves from voting on agenda items where they have, or may be perceived as having a conflict of interest, and to determine compliance with Nevada Revised Statute 281A.430, contracts in which a public officer or employee has interest is prohibited.

General Instructions

Completion and submission of this Form is a condition of approval or renewal of a contract or lease and/or release of monetary funding between the disclosing entity and University Medical Center of Southern Nevada. Failure to submit the requested information may result in a refusal by the GB to enter into an agreement/contract and/or release monetary funding to such disclosing entity.

Detailed Instructions

All sections of the Disclosure of Ownership form must be completed. If not applicable, write in N/A.

Business Entity Type – Indicate if the entity is an Individual, Partnership, Limited Liability Company, Corporation, Trust, Non-profit Organization, or Other. When selecting ‘Other’, provide a description of the legal entity.

Non-Profit Organization (NPO) - Any non-profit corporation, group, association, or corporation duly filed and registered as required by state law.

Business Designation Group – Indicate if the entity is a Minority Owned Business Enterprise (MBE), Women-Owned Business Enterprise (WBE), Small Business Enterprise (SBE), Physically-Challenged Business Enterprise (PBE), Veteran Owned Business (VET), Disabled Veteran Owned Business (DVET), or Emerging Small Business (ESB) . This is needed in order to provide utilization statistics to the Legislative Council Bureau, and will be used only for such purpose.

Minority Owned Business Enterprise (MBE): An independent and continuing business for profit which performs a commercially useful function and is at least 51% owned and controlled by one or more minority persons of Black American, Hispanic American, Asian-Pacific American or Native American ethnicity.

Women Owned Business Enterprise (WBE): An independent and continuing business for profit which performs a commercially useful function and is at least 51% owned and controlled by one or more women.

Physically-Challenged Business Enterprise (PBE): An independent and continuing business for profit which performs a commercially useful function and is at least 51% owned and controlled by one or more disabled individuals pursuant to the federal Americans with Disabilities Act.

Small Business Enterprise (SBE): An independent and continuing business for profit which performs a commercially useful function, is not owned and controlled by individuals designated as minority, women, or physically-challenged, and where gross annual sales does not exceed $2,000,000.

Veteran Owned Business Enterprise (VET): An independent and continuing Nevada business for profit which performs a commercially useful function and is at least 51 percent owned and controlled by one or more U.S. Veterans.

Disabled Veteran Owned Business Enterprise (DVET): A Nevada business at least 51 percent owned/controlled by a disabled veteran.

Emerging Small Business (ESB): Certified by the Nevada Governor's Office of Economic Development effective January, 2014. Approved into Nevada law during the 77th Legislative session as a result of AB294.

Business Name (include d.b.a., if applicable) – Enter the legal name of the business entity and enter the “Doing Business As” (d.b.a.) name, if applicable.

Corporate/Business Address, Business Telephone, Business Fax, and Email – Enter the street address, telephone and fax numbers, and email of the named business entity.

Nevada Local Business Address, Local Business Telephone, Local Business Fax, and Email – If business entity is out-of-state, but operates the business from a location in Nevada, enter the Nevada street address, telephone and fax numbers, point of contact and email of the local office. Please note that the local address must be an address from which the business is operating from that location. Please do not include a P.O. Box number, unless required by the U.S. Postal Service, or a business license hanging address.

Number of Clark County Nevada Residents employed by this firm. (Do not leave blank. If none or zero, put the number 0 in the space provided.)

List of Owners/Officers – Include the full name, title and percentage of ownership of each person who has ownership or financial interest in the business entity. If the business is a publicly-traded corporation or non-profit organization, list all Corporate Officers and Directors only.

For All Contracts – (Not required for publicly-traded corporations)1) Indicate if any individual members, partners, owners or principals involved in the business entity are a University Medical Center of

Southern Nevada full-time employee(s), or appointed/elected official(s). If yes, the following paragraph applies.

In accordance with NRS 281A.430.1, a public officer or employee shall not bid on or enter into a contract between a government agency and any private business in which he has a significant financial interest, except as provided for in subsections 2, 3, and 4.

2) Indicate if any individual members, partners, owners or principals involved in the business entity have a second degree of consanguinity or affinity relation to a University Medical Center of Southern Nevada full-time employee(s), or appointed/elected

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official(s) (reference form on Page 2 for definition). If YES, complete the Disclosure of Relationship Form.

A professional service is defined as a business entity that offers business/financial consulting, legal, physician, architect, engineer or other professional services.

Signature and Print Name – Requires signature of an authorized representative and the date signed.

Disclosure of Relationship Form – If any individual members, partners, owners or principals of the business entity is presently a University Medical Center of Southern Nevada employee, public officer or official, or has a second degree of consanguinity or affinity relationship to a University Medical Center of Southern Nevada employee, public officer or official, this section must be completed in its entirety.

DISCLOSURE OF OWNERSHIP/PRINCIPALS

Business Entity Type (Please select one)

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Sole Proprietorship Partnership Limited

Liability Company

Corporation Trust Non-Profit Organization Other

Business Designation Group (Please select all that apply)

MBE WBE SBE PBE VET DVET ESBMinority Business Enterprise

Women-Owned Business Enterprise

Small Business Enterprise

Physically Challenged Business Enterprise

Veteran Owned Business

Disabled Veteran Owned Business

Emerging Small Business

Number of Clark County Nevada Residents Employed:

Corporate/Business Entity Name:

(Include d.b.a., if applicable)

Street Address: Website:

City, State and Zip Code:POC Name:

Email:

Telephone No: Fax No:

Nevada Local Street Address:

(If different from above)

Website:

City, State and Zip Code: Local Fax No:

Local Telephone No:Local POC Name:

Email:

All entities, with the exception of publicly-traded and non-profit organizations , must list the names of individuals holding more than five percent (5%) ownership or financial interest in the business entity appearing before the Board.

Publicly-traded entities and non-profit organizations shall list all Corporate Officers and Directors in lieu of disclosing the names of individuals with ownership or financial interest. The disclosure requirement, as applied to land-use applications, extends to the applicant and the landowner(s).

Entities include all business associations organized under or governed by Title 7 of the Nevada Revised Statutes, including but not limited to private corporations, close corporations, foreign corporations, limited liability companies, partnerships, limited partnerships, and professional corporations.

Full Name Title % Owned(Not required for Publicly Traded

Corporations/Non-profit organizations)

This section is not required for publicly-traded corporations. Are you a publicly-traded corporation? Yes No

1. Are any individual members, partners, owners or principals, involved in the business entity, a University Medical Center of Southern Nevada full-time employee(s), or appointed/elected official(s)?

Yes No (If yes, please note that University Medical Center of Southern Nevada employee(s), or appointed/elected official(s) may not perform any work on professional service contracts, or other contracts, which are not subject to competitive bid.)

2. Do any individual members, partners, owners or principals have a spouse, registered domestic partner, child, parent, in-law or brother/sister, half-brother/half-sister, grandchild, grandparent, related to a University Medical Center of Southern Nevada full-time employee(s), or appointed/elected official(s)?

Yes No (If yes, please complete the Disclosure of Relationship form on Page 2. If no, please print N/A on Page 2.)

I certify under penalty of perjury, that all of the information provided herein is current, complete, and accurate. I also understand that the University Medical Center of Southern Nevada Governing Board will not take action on land-use approvals, contract approvals, land sales, leases or exchanges without the completed disclosure form.

Signature Print Name

Title DateList any disclosures below:(Mark N/A, if not applicable.)

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NAME OF BUSINESS OWNER/PRINCIPAL

NAME OF UMC* EMPLOYEE/OFFICIAL

AND JOB TITLE

RELATIONSHIP TO UMC*

EMPLOYEE/OFFICIAL

UMC* EMPLOYEE’S/OFFICIAL’S

DEPARTMENT

* UMC employee means an employee of University Medical Center of Southern Nevada

“Consanguinity” is a relationship by blood. “Affinity” is a relationship by marriage.

“To the second degree of consanguinity” applies to the candidate’s first and second degree of blood relatives as follows:

Spouse – Registered Domestic Partners – Children – Parents – In-laws (first degree)

Brothers/Sisters – Half-Brothers/Half-Sisters – Grandchildren – Grandparents – In-laws (second degree)

For UMC Use Only:

If any Disclosure of Relationship is noted above, please complete the following:

Yes No Is the UMC employee(s) noted above involved in the contracting/selection process for this particular agenda item?

Yes No Is the UMC employee(s) noted above involved in any way with the business in performance of the contract?

Notes/Comments:

____________________________________Signature

____________________________________Print Name Authorized Department Representative

EXHIBIT FINSTRUCTIONS FOR COMPLETING THE

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(Suppliers)

Purpose of the Form

The purpose of the Disclosure of Relationship Form is to gather information pertaining to the business entity for use by the Governing Board of Hospital and Hospital Administration in determining whether a conflict of interest exists prior to awarding a contract.

General Instructions

Completion and submission of this Form is a condition of approval or renewal of a contract or lease and/or release of monetary funding between the disclosing entity and UMC. Failure to submit the requested information may result in a refusal by the UMC to enter into an agreement/contract and/or release monetary funding to such disclosing entity.

Detailed Instructions

All sections of the Disclosure of Relationship form must be completed. If not applicable, write in N/A.

Business Name (include d.b.a., if applicable) – Enter the legal name of the business entity and enter the “Doing Business As” (d.b.a.) name, if applicable.

Corporate/Business Address, Business Telephone, Business Fax, and Email – Enter the street address, telephone and fax numbers, and email of the named business entity.

Local Business Address, Local Business Telephone, Local Business Fax, and Email – If business entity is out-of-state, but operates the business from a location in Nevada, enter the Nevada street address, telephone and fax numbers, point of contact and email of the local office. Please note that the local address must be an address from which the business is operating from that location. Please do not include a P.O. Box number, unless required by the U.S. Postal Service, or a business license hanging address.

A professional service is defined as a business entity that offers business/financial consulting, legal, physician, architect, engineer or other professional services.

Signature and Print Name – Requires signature of an authorized representative and the date signed.

DefinitionAn actual or potential conflict of interest is present when an actual or potential conflict exists between an individual’s duty to act in the best interests of UMC and the patients we serve and his or her desire to act in a way that will benefit only him or herself or another third party. Although it is impossible to list every circumstance giving rise to a conflict of interest, the following will serve as a guide to the types of activities that might cause conflict of interest and to which this policy applies.

Key Definitions“Material financial interest” means

An employment, consulting, royalty, licensing, equipment or space lease, services arrangement or other financial relationship An ownership interest An interest that contributes more than 5% to a member’s annual income or the annual income of a family member A position as a director, trustee, managing partner, officer or key employee, whether paid or unpaid

“Family member” means a spouse or domestic partner, children and their spouses, grandchildren and their spouses, parents and their spouses, grandparents and their spouses, brothers and sisters and their spouses, nieces and nephews and their spouses, parents-in-law and their spouses. Children include natural and adopted children. Spouses include domestic partners.

“Personal interests” mean those interests that arise out of a member’s personal activities or the activities of a family member.

DISCLOSURE OF RELATIONSHIP(Suppliers)

Corporate/Business Entity Name: Page 50 of 81

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(Include d.b.a., if applicable)

Street Address:

City, State and Zip Code:

Telephone No:

Point of Contact Name:

Email:

1. COMPENSATION ARRANGEMENTS - Does a UMC employee or physician who is a member of UMC’s medical staff (or does a family member of either group) have an employment, consulting or other financial arrangement (including, without limitation, an office or space lease, royalty or licensing agreement, or sponsored research agreement) with the company?

Yes No (If yes, complete following.) Name of Person

(self or family member)Name of Company Describe the Compensation

ArrangementDollar Value of Compensation

1.

2.

3.

(Use additional sheets as necessary)

2. BUSINESS POSITIONS - Is a UMC employee or physician who is a member of UMC’s medical staff (or does a family member of either group) an officer, director, trustee, managing partner, officer or key employee of the company?

Yes No (If yes, complete following.) Name of Person

(self or family member)Name of Company Business

Position or TitleDollar Value of Compensation (include meeting stipends and

travel reimbursement)1.

2.

3.

(Use additional sheets as necessary)

I certify under penalty of perjury, that all of the information provided herein is current, complete, and accurate.

Signature Print Name

Title Date

For UMC Use Only:

If any Disclosure of Relationship is noted above, please complete the following:

Yes No Is the UMC employee or physician who is a member of UMC’s medical staff (or a family member of either group) noted above involved in the contracting/selection process?

Yes No Is the UMC employee or physician who is a member of UMC’s medical staff (or a family member of either group) noted above involved in any way with the business in performance of the contract?

Notes/Comments:

____________________________________Signature

____________________________________Print Name Authorized Department Representative

EXHIBIT GBUSINESS ASSOCIATE AGREEMENT

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This Agreement is made effective the ____ of _________________, 201_, by and between University Medical Center of Southern Nevada (hereinafter referred to as “Covered Entity”), a county hospital duly organized pursuant to Chapter 450 of the Nevada Revised Statutes, with its principal place of business at 1800 West Charleston Boulevard, Las Vegas, Nevada, 89102, and _______________________, hereinafter referred to as “Business Associate”, (individually, a “Party” and collectively, the “Parties”).

WITNESSETH:

WHEREAS, Sections 261 through 264 of the federal Health Insurance Portability and Accountability Act of 1996, Public Law 104-191, known as “the Administrative Simplification provisions,” direct the Department of Health and Human Services to develop standards to protect the security, confidentiality and integrity of health information; and

WHEREAS, pursuant to the Administrative Simplification provisions, the Secretary of Health and Human Services issued regulations modifying 45 CFR Parts 160 and 164 (the “HIPAA Rules”); and

WHEREAS, the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5), pursuant to Title XIII of Division A and Title IV of Division B, called the “Health Information Technology for Economic and Clinical Health” (“HITECH”) Act, as well as the Genetic Information Nondiscrimination Act of 2008 (“GINA,” Pub. L. 110-233), provide for modifications to the HIPAA Rules; and

WHEREAS, the Secretary, U.S. Department of Health and Human Services, published modifications to 45 CFR Parts 160 and 164 under HITECH and GINA, and other modifications on January 25, 2013, the “Final Rule,” and

WHEREAS, the Parties wish to enter into or have entered into an arrangement whereby Business Associate will provide certain services to Covered Entity, and, pursuant to such arrangement, Business Associate may be considered a “Business Associate” of Covered Entity as defined in the HIPAA Rules (the agreement evidencing such arrangement is entitled “Underlying Agreement”); and

WHEREAS, Business Associate will have access to Protected Health Information (as defined below) in fulfilling its responsibilities under such arrangement;

THEREFORE, in consideration of the Parties’ continuing obligations under the Underlying Agreement, compliance with the HIPAA Rules, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, the Parties agree to the provisions of this Agreement in order to address the requirements of the HIPAA Rules and to protect the interests of both Parties.

I. DEFINITIONS

“HIPAA Rules” means the Privacy, Security, Breach Notification, and Enforcement Rules at 45 CFR Part 160 and Part 164.

“Protected Health Information” means individually identifiable health information created, received, maintained, or transmitted in any medium, including, without limitation, all information, data, documentation, and materials, including without limitation, demographic, medical and financial information, that relates to the past, present, or future physical or mental health or condition of an individual; the provision of health care to an individual; or the past, present, or future payment for the provision of health care to an individual; and that identifies the individual or with respect to which there is a reasonable basis to believe the information can be used to identify the individual. “Protected Health Information” includes without limitation “Electronic Protected Health Information” as defined below.

“Electronic Protected Health Information” means Protected Health Information which is transmitted by Electronic Media (as defined in the HIPAA Rules) or maintained in Electronic Media.

The following terms used in this Agreement shall have the same meaning as defined in the HIPAA Rules: Administrative Safeguards, Breach, Business Associate, Business Associate Agreement, Covered Entity, Individually Identifiable Health Information, Minimum Necessary, Physical Safeguards, Security Incident, and Technical Safeguards.

II. ACKNOWLEDGMENTS

Business Associate and Covered Entity acknowledge and agree that in the event of an inconsistency between the provisions of this Agreement and mandatory provisions of the HIPAA Rules, the HIPAA Rules shall control. Where provisions of this Agreement are different than those mandated in the HIPAA Rules, but are nonetheless permitted by the

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HIPAA Rules, the provisions of this Agreement shall control.

Business Associate acknowledges and agrees that all Protected Health Information that is disclosed or made available in any form (including paper, oral, audio recording or electronic media) by Covered Entity to Business Associate or is created or received by Business Associate on Covered Entity’s behalf shall be subject to this Agreement.

Business Associate has read, acknowledges, and agrees that the Secretary, U.S. Department of Health and Human Services, published modifications to 45 CFR Parts 160 and 164 under HITECH and GINA, and other modifications on January 25, 2013, the “Final Rule,” and the Final Rule significantly impacted and expanded Business Associates’ requirements to adhere to the HIPAA Rules.

III. USE AND DISCLOSURE OF PROTECTED HEALTH INFORMATION

(a) Business Associate agrees that all uses and disclosures of Protected Health information shall be subject to the limits set forth in 45 CFR 164.514 regarding Minimum Necessary requirements and limited data sets.

(b) Business Associate agrees to use or disclose Protected Health Information solely:

(i) For meeting its business obligations as set forth in any agreements between the Parties evidencing their business relationship; or

(ii) as required by applicable law, rule or regulation, or by accrediting or credentialing organization to whom Covered Entity is required to disclose such information or as otherwise permitted under this Agreement or the Underlying Agreement (if consistent with this Agreement and the HIPAA Rules).

(c) Where Business Associate is permitted to use Subcontractors that create, receive, maintain, or transmit Protected Health Information; Business Associate agrees to execute a “Business Associate Agreement” with Subcontractor as defined in the HIPAA Rules that includes the same covenants for using and disclosing, safeguarding, auditing, and otherwise administering Protected Health Information as outlined in Sections I through VII of this Agreement (45 CFR 164.314).

(d) Business Associate will acquire written authorization in the form of an update or amendment to this Agreement and Underlying Agreement prior to:

(i) Directly or indirectly receiving any remuneration for the sale or exchange of any Protected Health Information; or

(ii) Utilizing Protected Health Information for any activity that might be deemed “Marketing” under the HIPAA rules.

IV. SAFEGUARDING PROTECTED HEALTH INFORMATION

(a) Business Associate agrees:

(i) To implement appropriate safeguards and internal controls to prevent the use or disclosure of Protected Health Information other than as permitted in this Agreement or by the HIPAA Rules.

(ii) To implement “Administrative Safeguards,” “Physical Safeguards,” and “Technical Safeguards” as defined in the HIPAA Rules to protect and secure the confidentiality, integrity, and availability of Electronic Protected Health Information (45 CFR 164.308, 164.310, 164.312). Business Associate shall document policies and procedures for safeguarding Electronic Protected Health Information in accordance with 45 CFR 164.316.

(iii) To notify Covered Entity of any attempted or successful unauthorized access, use, disclosure, modification, or destruction of information or interference with system operations in an information system (“Security Incident”) upon discovery of the Security Incident.

(b) When an impermissible acquisition, access, use, or disclosure of Protected Health Information (“Breach”) occurs, Business Associate agrees:

(i) To notify Covered Entity’s Chief Privacy Officer immediately upon discovery of the Breach, and

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(ii) Within 15 business days of the discovery of the Breach, provide Covered Entity with all required content of notification in accordance with 45 CFR 164.410 and 45 CFR 164.404, and

(iii) To fully cooperate with Covered Entity’s analysis and final determination on whether to notify affected individuals, media, or Secretary of the U.S. Department of Health and Human Services, and

(iv) To pay all costs associated with the notification of affected individuals and costs associated with mitigating potential harmful effects to affected individuals.

V. RIGHT TO AUDIT

(a) Business Associate agrees:

(i) To provide Covered Entity with timely and appropriate access to records, electronic records, HIPAA assessment questionnaires provided by Covered Entity, personnel, or facilities sufficient for Covered Entity to gain reasonable assurance that Business Associate is in compliance with the HIPAA Rules and the provisions of this Agreement.

(ii) That in accordance with the HIPAA Rules, the Secretary of the U.S. Department of Health and Human Services has the right to review, audit, or investigate Business Associate’s records, electronic records, facilities, systems, and practices related to safeguarding, use, and disclosure of Protected Health Information to ensure Covered Entity’s or Business Associate’s compliance with the HIPAA Rules.

VI. COVERED ENTITY REQUESTS AND ACCOUNTING FOR DISCLOSURES

(a) At the Covered Entity’s Request, Business Associate agrees:

(i) To comply with any requests for restrictions on certain disclosures of Protected Health Information pursuant to Section 164.522 of the HIPAA Rules to which Covered Entity has agreed and of which Business Associate is notified by Covered Entity.

(ii) To make available Protected Health Information to the extent and in the manner required by Section 164.524 of the HIPAA Rules. If Business Associate maintains Protected Health Information electronically, it agrees to make such Protected Health Information electronically available to the Covered Entity.

(iii) To make Protected Health Information available for amendment and incorporate any amendments to Protected Health Information in accordance with the requirements of Section 164.526 of the HIPAA Rules.

(iv) To account for disclosures of Protected Health Information and make an accounting of such disclosures available to Covered Entity as required by Section 164.528 of the HIPAA Rules. Business Associate shall provide any accounting required within 15 business days of request from Covered Entity.

VII. TERMINATION

Notwithstanding anything in this Agreement to the contrary, Covered Entity shall have the right to terminate this Agreement and the Underlying Agreement immediately if Covered Entity determines that Business Associate has violated any material term of this Agreement. If Covered Entity reasonably believes that Business Associate will violate a material term of this Agreement and, where practicable, Covered Entity gives written notice to Business Associate of such belief within a reasonable time after forming such belief, and Business Associate fails to provide adequate written assurances to Covered Entity that it will not breach the cited term of this Agreement within a reasonable period of time given the specific circumstances, but in any event, before the threatened breach is to occur, then Covered Entity shall have the right to terminate this Agreement and the Underlying Agreement immediately.

At termination of this Agreement, the Underlying Agreement (or any similar documentation of the business relationship of the Parties), or upon request of Covered Entity, whichever occurs first, if feasible, Business Associate will return or destroy all Protected Health Information received from or created or received by Business Associate on behalf of Covered Entity that Business Associate still maintains in any form and retain no copies of such information, or if such return or destruction is not feasible, Business Associate will extend the protections of this Agreement to the information and limit further uses and disclosures to those purposes that make the return or destruction of the information not feasible.

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VIII. MISCELLANEOUS

Except as expressly stated herein or the HIPAA Rules, the Parties to this Agreement do not intend to create any rights in any third parties. The obligations of Business Associate under this Section shall survive the expiration, termination, or cancellation of this Agreement, the Underlying Agreement and/or the business relationship of the Parties, and shall continue to bind Business Associate, its agents, employees, contractors, successors, and assigns as set forth herein.

This Agreement may be amended or modified only in a writing signed by the Parties. No Party may assign its respective rights and obligations under this Agreement without the prior written consent of the other Party. None of the provisions of this Agreement are intended to create, nor will they be deemed to create any relationship between the Parties other than that of independent parties contracting with each other solely for the purposes of effecting the provisions of this Agreement and any other agreements between the Parties evidencing their business relationship. This Agreement will be governed by the laws of the State of Nevada. No change, waiver or discharge of any liability or obligation hereunder on any one or more occasions shall be deemed a waiver of performance of any continuing or other obligation, or shall prohibit enforcement of any obligation, on any other occasion.

In the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of the provisions of this Agreement will remain in full force and effect. In addition, in the event a Party believes in good faith that any provision of this Agreement fails to comply with the HIPAA Rules, such Party shall notify the other Party in writing. For a period of up to thirty days, the Parties shall address in good faith such concern and amend the terms of this Agreement, if necessary to bring it into compliance. If, after such thirty-day period, the Agreement fails to comply with the HIPAA Rules, then either Party has the right to terminate upon written notice to the other Party.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the day and year written above.

COVERED ENTITY: BUSINESS ASSOCIATE:

By: By:

Mason VanHouweling

Printed Name Printed Name

Chief Executive Officer

Title Title

Address

City/State/Zip

EXHIBIT HUNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADA ADMINISTRATIVE POLICY AND PROCEDURE MANUAL

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SUBJECT: Vendor: Roles, Responsibilities and Credentialing

ADMINISTRATIVE APPROVAL:

EFFECTIVE: 7/09 REVISED: 03/11, 01/2012, 04/2015

POLICY #: I-179

AFFECTS: Organizational Wide

P U R P O S E :

To Provide guidance for the selection, credentialing, and performance of UMC Vendors, Vendor Representatives, clinical and non-clinical service providers, and to establish a protocol for onsite visitation.

P O L I C Y :

All Vendors will render services and/or conduct their business in such a manner as to not interfere with UMC’s normal operations and comply with institutional and federal requirements regarding safety and the confidentiality of information. Vendor will adhere to all applicable UMC policies and procedures, and will abide by federal and state laws, regulations, and standards of practice. Information to specific UMC Department policies, procedures, and regulatory agency responsibilities can be found in the Attachments associated with this policy.

Vendors visiting multiple departments within UMC will be registered at their maximum competency level as determined by UMC. Competency levels are outlined and Vendor Access Level Definitions are found in Attachment A, to this policy. It is the responsibility of the credentialed Vendor and requesting Department to monitor and assure that the Vendor is compliant with these guidelines as written.

Unless specifically exempted by their access level and/or Department Manager, Vendors must be accompanied by a UMC employee or UMC-credentialed medical staff member while in patient care areas and are required to register with approved and authorized 3rd party Vendor management service-provider.

SC O P E :

This policy is applicable to all Vendors seeking access to any UMC facility for any purpose. This policy directly applies to Vendors that provide and are directly involved in providing services to UMC and/or interacting with UMC’s patients.

P R I O R T O F I R S T V I S I T :

Prior to coming to UMC for business purposes, Vendor must:

1. Register with the approved and authorized 3rd Party Vendor Management service providing evidence of competency for their desired/required level of access; and

2. Complete any required orientation, testing, and/or paperwork for Department Specific Requirements (Attachment B).

R E G I ST RA T I O N:

Vendors will be classified into 1 to 22 categories based on the Vendor’s access to patient areas, clinical/non-clinical services being provided, supplies, products and/or product offerings. There are certification requirements specific to each category. Regardless of a Vendor’s ultimate classification, all Vendors must acknowledge and abide by the following principles to conduct business with or at UMC.

i. Conflict of Interest. Vendors must provide a full disclosure about any conflicts or interests that exist.ii. Corporate Compliance. Vendor acknowledges and abides by UMC’s Corporate Compliance Program, agrees to

disseminate information about the Corporate Compliance Program to its employees, and require that its employees abide by the same.

iii. HIPAA. The discussion, release, or use of any patient-related information or other personally Identifiable confidential information that is viewed or overheard must only be used in compliance with patient privacy laws.

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operations must not be accessed, downloaded, discussed, used, or disclosed For any purpose other than to conduct business with, or in furtherance of Vendor’s business purposes at UMC.

v. Conduct & Interactions with UMC Staff. Vendors understand and agree that:

a. Conversations with staff in patient care areas should be professional and case-related only.b. Patient education materials must be evaluated by UMC’s Director, Nursing Practice, Clinical Education&

Research and/or Human Resources prior to their use.c. Guidelines for providing gifts, meals, and education to UMC’s staff must be followed.d. Procedure rooms may be entered only at the request of, and as directed by, the physician(s). While in the

procedure room, Vendors may not touch any equipment, carts, or sterile equipment. And, Vendors must follow the instructions of the Circulating Nurse at all times.

CR E D E N T I A L I NG / C O M P E TE NC Y :

All Vendors must register and maintain a current file with UMC’s approved 3rd Party Vendor Credentialing Agency. This information to be provided will be based on Access Level Definitions/Required Vendor Documentation included herein as Attachment A. UMC contemplates that the approved 3rd Party Vendor Credentialing Agency will be used by those Vendors who demonstrate a routine or pattern to their conduct of business at UMC. Those Vendors who conduct business at UMC as needed, sporadically or in response to technical/equipment service matters can register with the approved 3rd

Party Vendor Credentialing Agency as a “Base Account”.

Information relating to credentialing and authorized Vendors is available via the approved 3rd Party Vendor Credentialing Agencies web site. Online access will be made available to all Patient Service Leaders and their designees upon request to Materials Management.

PO S T RE G I S T RA T I O N AC C E S S :

Upon entering UMC’s campus, Vendors must go directly to the approved 3rd Party Credentialing Kiosk (anyone of three) to obtain their badge on a daily basis. Under no circumstances is a Vendor to enter UMC’s campus and go directly to a patient care, ancillary, or administrative department, without appropriate badge access, or the following approval:

a. Pharmaceutical Representatives: Department of Pharmacyb. Engineering / Facilities Representative: Department of Plant Management/Operationsc. Surgical Services Representative: Department of Surgical Servicesd. Clinical Engineering Representatives: Department of Clinical Engineeringe. Case Managementf. Social Servicesg. Radiologyh. Ambulatory Care Servicesi. Information Technologiesj. All other Representatives: Department of Materials Management

1. Unless otherwise expressly permitted by the affected Department Manager, it is strongly recommended and encouraged that Vendors are seen by appointment only.

2. Temporary badges are not issued at this time.3. Volunteers must complete a Volunteer Request Form and be processed by Human Resources.

E DUCA T I O NA L P R O GR A M S :

1. Sponsoring education: Vendors shall not sponsor educational programs without approval of the CME office or Organizational Development.

2. Program attendance: Vendors shall not attend programs intended specifically for medical students, house staff, faculty or staff without prior approval.

3. Vendors shall not attend programs in which specific patients are identified or when QA or Risk Management issues are discussed.

I N F O R M E D C O N S E N T :

The patient must be notified of the presence and purpose of the Vendor representative in the procedural area and/or patient care area and must give written informed consent to the Vendors continued presence and/or interaction. The patient’s consent regarding the Vendor must be included in the permanent medical record.

CR O S S R E F E R E NC E S :

Administrative Policies:

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• Temporary Staffing / Third-party Equipment (I-66)• Patient/Visitor/employee Parking (III-3)• Ethical Standards (Article XV)• Conflicts of Interest (I-1.2.C)• Government Inquiries and Investigations (VI-3)• Loaned/Consigned Instrument Trays (SPD 107)• Medical Device Tracking; Guidance for Industry and FDA Staff (January 25, 2010)

Attachments:

• Attachment A: Vendor Access Level Definitions & Required Documentation• Attachment B: Departmental Specific Requirements

A TT AC H M E N T A I-179 Vendor: Roles, Responsibilities, and Credentialing

VENDOR ACCESS LEVEL DEFINITIONSREQUIRED VENDOR DOCUMENTATION

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1. Sales Representatives with access to OR

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

2. Vendor Rep with access to Invasive Labs

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

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d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

3. Vendor Representative with access to Patient Care Areas/Patient Care Labs

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. Evidence of Employer Product/Service Competencyii. UMC Confidentiality Statementiii. UMC HIPAA Trainingiv. UMC Aseptic Techniques Trainingv. UMC Bloodborne Pathogens Training (NEO)vi. UMC Fire Safety (NEO)vii. UMC Electrical Safety (NEO)viii. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

4. Vendor Representative with access to Administration Offices / Purchasing / Information Technologies

a. RepTrax Base Account

5. Vendor Representative with access to Laboratories

a. RepTrax Base Account

6. Service Tech/Manage with access to Lab Admin Offices

a. RepTrax Base Account

7. Service Tech/Manager with access to Admin Office/Purchasing

a. RepTrax Base Account

8. Delivery Person with access to Hospital

a. RepTrax Base Account

9. Tissue/Bone Representative with access to OR/Invasive Labs

a. Vaccination & Medical Credentials Required

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i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccine (Declination Available)iv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. American Association of Tissue Banks Certificationii. Tissue/Bone Rep FDA Registration/Approvaliii. Evidence of Employer Product/Service Competencyiv. UMC Confidentiality Statementv. UMC HIPAA Trainingvi. UMC Aseptic Techniques Trainingvii. UMC Bloodborne Pathogens Training (NEO)viii. UMC Fire Safety (NEO)ix. UMC Electrical Safety (NEO)x. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

10. Pharmaceutical Rep/Manager with access to Hospital (Meeting Generator Required)

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccine (Declination Available)iv. MMR – Measles, Mumps and Rubellav. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. Evidence of Employer Product/Service Competencyii. UMC Confidentiality Statementiii. UMC HIPAA Trainingiv. UMC Aseptic Techniques Trainingv. UMC Bloodborne Pathogens Training (NEO)vi. UMC Fire Safety (NEO)vii. UMC Electrical Safety (NEO)viii. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

11. Distributor Rep with access to OR/Invasive Labs/Patient Care Areas

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a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccine (Declination Available)iv. MMR – Measles, Mumps and Rubellav. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

Facilities Management with access to Hospital (May require additional training based on project scope)

e. RepTrax Base Account

12. Service Technician/Manager with access to OR

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccine (Declination Available)iv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System (EPLS) Check

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iii. Office of Inspector General (OIG) Checkiv. Proof of Drug Screen (10 Panel)

13. Service Tech/Manager with access to Invasive Labs

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

14. Service Tech/Manager with access to Patient Care Areas/Patient Care Labs

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

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i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

15. Service Technician with access to General Hospital Grounds

a. RepTrax Base Account

16. Delivery Person with access to General Hospital Grounds

a. RepTrax Base Account

17. Facility Management with access to General Hospital Grounds

a. RepTrax Base Account

18. Clinical Contract Provider with access to OR/Patient Care Areas

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccine (Declination Available)iv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG) Proof of Drug Screen (10 Panel)

19. Durable Medical Equipment Provider with access to Patient Care Areas

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials RequiredPage 64 of 81

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i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

20. Post Acute Care Provider with access to Patient Care Areas

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. Seasonal Flu Vaccineiv. MMR – Measles, Mumps and Rubellav. Tdap – Tetanus/Diphtheria/Pertussisvi. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

c. Certification & Training Credentials Required

i. O.R. Protocol Trainingii. Evidence of Employer Product/Service Competencyiii. UMC Confidentiality Statementiv. UMC HIPAA Trainingv. UMC Aseptic Techniques Trainingvi. UMC Bloodborne Pathogens Training (NEO)vii. UMC Fire Safety (NEO)viii. UMC Electrical Safety (NEO)ix. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

21. Sales Representative with access to Patient Care Areas

a. Vaccination & Medical Credentials Required

i. Chicken Poxii. Hepatitis B (Declination Available)iii. MMR – Measles, Mumps and Rubellaiv. Tdap – Tetanus/Diphtheria/Pertussisv. TB – Tuberculosis (2-Step Process)

b. Insurance & Legal Credentials Required

i. Proof of Employer General Liability Coverage

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c. Certification & Training Credentials Required

i. Evidence of Employer Product/Service Competencyii. UMC Confidentiality Statementiii. UMC HIPAA Trainingiv. UMC Aseptic Techniques Trainingv. UMC Bloodborne Pathogens Training (NEO)vi. UMC Fire Safety (NEO)vii. UMC Electrical Safety (NEO)viii. UMC Non-Employee Orientation

d. Background Check Credentials Required

i. Criminal Background Checkii. Excluded Parties List System Check (EPLS)iii. Office of Inspector General Check (OIG)iv. Proof of Drug Screen (10 Panel)

ATTACHMENT BI-179 V e n d o r : R o l e s, R e s p o n s i b il i ti es a n d C r e d e n ti a l i n g

D E P A R T M E N T A L S PE C I F IC R E Q U I R E M E N T S

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SURGICAL SERVICES

Criteria for Implants, Devices or Procedures

PURPOSE:

To ensure that hospital departments and Vendors are aware of UMC procedures when entering the facility with products specific to an individual patient or at the request of a member of the medical staff.

POLICY:

1. The Vendor or Vendor’s office is to contact the UMC Surgery department as soon as possible, but at least three (3) working days prior to any scheduled surgical case or procedure involving a patient. Should the Vendor be required in the room, have product that is not routine for UMC use during the case or procedure, the Vendor / Physicians scheduler is to notify the UMC scheduler at this time. Hospital department (OR Scheduling) will complete the Implant, Device or Procedure form and send to Managed Care office.

2. Managed Care Staff will review the Vendor’s request in order to evaluate UMC’s capability to both provide the service and ensure appropriate payment sources. Managed Care will contact the Surgical Scheduling Department prior to the procedure with payment information and consent to treat. Should the case be postponed, the Surgical Scheduling department will notify the physician’s office that is scheduling the case; the Vendor will be notified by the Surgical Departments Materials department.

3. Once approved all loaned instruments/sets or implants, must be received by S t e r i l e Processing at least 8 hours prior to the start time of the scheduled surgery. Emergent deliveries will be handled on a case-by-case basis through Sterile Processing and the OR Charge Nurse. On arrival all loaned instruments/sets wi l l be c ons ider e d c ont a mi nat ed whether received wrapped and sterilized from another facility or delivered unwrapped, and must undergo cleaning and sterilization on campus at UMC. Prior to arrival it is the responsibility of the manufacturer’s representative to inspect instruments for damage and insure they are free of all visible bioburden.

4. The Vendor will complete necessary implant documentation furnished by UMC (Universal Packing List) at the conclusion of the case for products that were brought directly to the procedural area by the Vendor and are expecting to be reimbursed for by UMC. This will include the following but not limited to (available by sticker or hand written). These requirements are necessary and required by the FDA:

1. Lot numbers for implanted items2. Model numbers for implanted items3. Serial numbers for implanted items4. Expiration dates for implanted items that are manufacturer sterilized

5. Vendor leave an invoice/shipping document referencing the case (not leaving requested paperwork will delay processing / payment). Processing of paperwork and approvals, prior to issuance of a Purchase Order from Materials Management is usually a three to four (3-4) day turnaround. UMC Department Materials Management team will handle product that has been ordered in advance or is part of UMC inventory for patient charging and replenishment.

6. In the event that UMC identifies any billing or procedural irregularities with Vendors documentation and or product, it is the discretion of UMC to suspend vendor from any of the UMC campuses/facilities. Upon investigation, if it is found that the billing or procedural irregularities warrant further action, vendor may be permanently barred from selling said products to UMC and its affiliates.

Please Note:

All surgical implants, devices and procedures must have prior approval for use in any Procedural Department within the facility. Infractions of this can result in non-payment, suspension of Vendor credentials without re-appointment, and product suspension for use at UMC.

Access: After normal business hours or in emergency situations, utilization of UMC’s 3rd Party Credentialing “Kiosk” is required. System will issue an access badge if Vendor is approved for access (when access is denied, see below). Approved and completed credentialing will be the responsibility of the Vendor. Vendor is to maintain approved credentialing for access. A Vendor identification Badge will be issued and will be worn at all times within the UMC facility. A new badge will be required for each visit to UMC.

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Upon arrival during normal visiting hours, all Vendors will utilize check in “Kiosk” for 3rd Party Vendor Access for verification and valid credentialing. System will issue an access badge if Vendor is approved for access (when access is denied, see below). Approved and completed credentialing will be the responsibility of the Vendor. Vendor is to maintain approved credentialing for access.

In both instances: when access is denied by 3 rd Party System , Security, and Administrator on Duty along with departmental Charge Nurse(s) will validate the appropriateness for Vendor access. Security will document in Vendors portfolio the conditions of the access for further action by System Administrator.

New Technology Approval

New technology inclusive of implants, devices or procedures must go before the Value Analysis Committee (VAC) of UMC. The VAC will prioritize and move request to the appropriate committee within the UMC network:

• Anesthesia Committee• Surgical Services Value Analysis Team• Nursing Value Analysis Team• Operations Value Analysis Team• Medication Safety Evaluation Committee and Therapeutic Committee• Other Committees involvement as pertinent to product and it’s utilization

Vendor is responsible to utilize the Supply Chain / Value Analysis documentation that can be obtained via the Materials Management Department, VAT Coordinator, for product review submission.

No new technology or products associated with a procedure may be used without the approval of the VAT; the VAT must approve any routine medical or surgical products for use. Pending the appropriate committee approval, the VAT can allow case-by-case approval for product utilization. Documentation can be obtained for “Fast Track” through the Materials Management Department at UMC.

It is the responsibility of the entire UMC organization to support these procedures house-wide. Criteria for Equipment Trial and Evaluation

Appropriate Training

1. Appropriate training must be provided to personnel in the area where the evaluation takes place. The new technology form must be completed and signed, and approved by VAC. Contact with Clinical Education will be necessary for access to appropriate staffs for training.

2. An approved and credentialed Vendor must do scheduling and conduct in-service training. This can be accomplished by accessing utilizing UMC’s 3rd Party Vendor Credentialing Service.

3. Supplies and equipment are never left for evaluation or sample purposes without specific permission of the Value Analysis Facilitator and Cost Center Department Director/Manager. Before any piece of patient related or laboratory equipment is purchased, leased, loaned or accepted as a donation, it must be evaluated by UMC’s Clinical Engineering Department and written permission must be granted by the Hospital Administration for final approval. A no charge purchase order will be issued once all criteria have been met. As per Hospital safety requirements, no equipment is to be used without safety inspection and evidence of preventative maintenance.

Surgical Services / Procedural Areas:

1. All Vendors must see “Front Desk” (Surgical Services), “Control Desk” (Cath Lab & Special Procedures), “Main Reception” (Labor and Delivery) to sign Vendor Log once signed in with Kiosk and 3rd Party Vendor Credentialing System approval.

2. Vendors must change into hospital provided scrub uniforms before entering ANY Procedural Area. Those Vendors that insist to not conform will be escorted out of the area and the facility pending review for future access.

a. This is to include but not limited to:

i. Facility-issued scrub shirtii. Facility-issued scrub pant

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iii. Disposable head covering (not to be worn outside of the surgical/procedural area)iv. Mask, when and where required (not to be worn outside of the surgical/procedural area)v. Shoe coverings (not to be worn outside of the surgical/procedural area)

3. Vendors do not “scrub-in” and do not participate directly in any procedure or procedural preparation of the patient, including providing assistance when asked to by a surgeon, anesthesiologist, physician or any clinical staff.

4. Vendors may not open sterile products, instruments, instrument sets, or adjust equipment including providing assistance when asked to by a surgeon, anesthesiologist, physicians, or any clinical staff.

5. Vendors will not retrieve products other than those that they have brought with them for a specified procedure.

6. Vendors will remain outside of the surgical/procedural suite until the patient is prepped and draped for the procedure. It is the nurse/technician’s responsibility to call for the vendor at the appropriate time.

7. Upon completion of the procedure, Vendor shall discard the used scrub uniform, and any other Personal Protective Equipment appropriately and safely

RADIOLOGICAL SERVICES

1. Vendors are responsible to train their staff in radiation safety and supply dosimetry badges to their employees in the event that they enter any area such that the does limits outlined in the NRS and NAC regulations could be met.

2. Protective equipment must be worn at all times as indicated in Radiological safety precautions Policy and Procedures

a. UMC will provide necessary protective aprons and must be worn when policy indicates.

CLINICAL ENGINEERING

1. All Vendor service personnel entering the facility are required to utilize UMC 3rd party credentialing service.2. The Clinical Engineering Department is available for further check-in Monday through Friday, 6:30a – 4:30p.

These visits will be documented in the Vendor control log, identifying the requesting department, equipment, date and time of the service.

3. Service reports will be delivered to the Clinical Engineering Department at the completion of the work order or in an agreed fashion.

4. All after hour visits will be of Emergency repair nature and will have been initiated by the manager of that department. In these cases, the outside service personnel will check in with the 3rd Party Credentialing “Kiosk”, Security and the appropriate supervisor. A Vendor service report is required to be left in all cases of invoicing at the department where service was rendered.

5. The service report should be forwarded to the Clinical Engineering Department after all visits.6. No invoices will be paid for services, which are not accompanied by the service report.7. The Clinical Engineering Department will monitor the quality and competency of the outside contractors

along with the Manager of the respective departments.

HUMAN RESOURCES

Please refer to Temporary Staffing / Third-Party Equipment (I-66).

PHARMACY SERVICES

In order to meet the confidentiality requirements as mandated by Federal HIPAA guidelines, we request the following from all business contacts and sales representatives seen within the UMC facility:

1. Individuals will be seen by pre-approved appointment only, utilization of UMC 3rd Party Credentialing process is necessary to gain access. (Online Meeting Generator).

2. If you are booking an appointment with non-pharmacy personnel, this meeting must take place in non-patient care areas and in an area that does not require travel in a patient care hallway or area. Suggestions are: off campus offices or offices not in a patient care zone; cafeteria; conference or meeting rooms not in a patient care zone; medical school offices, etc.

3. Pharmacy will not provide badges for non-Pharmacy appointments, as we are unable to supervise or take responsibility for ensuring confidentiality. If you are here under the authority or request of the Pharmacy Department, you will ensure that you are properly badged and/or obtain patient consent, as required.

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referred to Public Safety and may be escorted off UMC property.

The following departments will require Vendors to register with 3rd Party Vendor Credentialing Provider as noted in this policy under “Credentialing”. Vendor will login at UMC Kiosk, retrieve Vendor Badge and proceed to respective department for further department specific sign-in:

• Information Technologies• Health Information Management• Nursing Administration• Food and Nutritional Services• Materials Management• Laboratory Services• Plant Operations• Clinical Engineering• Social Services• Case Management• Environmental Services (Housekeeping)

INSTITUTIONAL REVIEW BOARD (IRB)Application and Approval Responsibilities

All investigational drug, device and procedure studies are under the auspices of the IRB and must have a Principal Investigator who is a member of the UMC Medical or Dental Staff. They must submit the application for review/comment/recommendation to the Medical Staff Department/IRB Coordinator and who will assume responsibility for ensuring the packet is complete and accurate for approval consideration by the Institutional Review Board (IRB) at University Medical Center (UMC).

Investigational drugs, devices, and procedures will be used only under the direct supervision of the Principal Investigator or Co-investigator who will be a member of the Active, Associate or Provisional staff category of the Medical Staff of University Medical Center. A Principal or Co- investigator may not exceed privileges approved on their individual Delineation of Privileges Form.

STATEMENT OF AGREEMENT

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1. I agree and acknowledge that I will be under the supervision and direction of the UMC personnel including the Charge Nurse/Physician at all times. I will abide by and comply with all the UMC policies & guidelines / directives as written.

2. I have read and agreed to comply with University Medical Center’s Policy and Procedure entitled “Roles, Responsibilities and Credentialing; Vendors”. Failure to comply with UMC requirements is subject to loss of Business privileges at UMC. UMC reserves the right to restrict any representative and the company they represent from UMC property.

3. I agree and acknowledge that I am visiting UMC at my own risk and release UMC from any liability or claims related to my presence here. I further agree to indemnify UMC from and all claims related to my presence.

4. I understand that I am to consider all information regarding patient care and welfare, including the presence of the patient in the hospital, as privileged and confidential information. I acknowledge that I do not have access to Protected Health Information (PHI) unless a business contract specifically delineates such access or patient authorization has been obtained.

5. I commit to protecting the privacy of the patients of University Medical Center and will not divulge, release or share information, which is confidential, with any individual.

6. At the time of executing this Agreement, I declare that I am free of any infectious diseases and have no symptoms or concerns, which could be of an infectious nature. I understand that when entering University Medical Center that I must be free of any infectious diseases and I agree that I will not enter if I have any symptoms or concerns, which may be of an infectious nature.

7. I understand I must complete the online orientation process through UMC 3rd Party Credentialing Program prior to obtaining access to the UMC facilities.

Vendor/Sales Representative (Name)

Company Date

EXHIBIT I

UNIVERSITY MEDICAL CENTER OF SOUTHERN NEVADAADMINISTRATIVE POLICY AND PROCEDURE MANUAL

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SUBJECT: Contracted Non-Employees /Allied Health Non- Credentialed /Dependent Allied Health / Temporary Staff / Construction/Third Party Equipment

ADMINISTRATIVE APPROVAL:

EFFECTIVE: 9/96 REVISED: 6/99; 10/01; 4/07;1/08; 3/11; 5/14,

5/16

POLICY #: I-66

AFFECTS: Organization wide

PURPOSE:

To ensure that contractual agreements for the provision of services are consistent with the level of care defined by Hospital policy; and, to ensure the priority utilization of contracted services, staffing and equipment.

POLICY:

1. All entities providing UMC with personnel for temporary staffing and Allied Health Providers must have a written contract that contains the terms and conditions required by this policy. Dependent Allied providers working with credentialed physicians without a contract must also abide by the policy.

2. All credentialed Physicians, Physician Assistants, Nurse Practitioners and other credentialed Allied Health personnel will abide by the policies and procedures as set by the Medical Staff Bylaws.

3. All equipment provided and used by outside entities must meet the safety requirements required by this policy.

4. Contract(s) will be developed collaboratively by the department(s) directly impacted, the service agency and the hospital Contracts Management department.

5. Contract(s) directly related to patient care must be reviewed and evaluated by the Medical Executive Committee to ensure clinical competency.

6. Contract(s) must be approved by the Chief Executive Officer or applicable board prior to the commencement of services.

TEMPORARY STAFFING:

Contractual RequirementsContractor must meet and adhere to all qualifications and standards established by Hospital policies and procedures (including Administrative, Infection Control/Employee Health Services, and Human resource related as applicable); The Joint Commission; and, all applicable regulatory and/or credentialing entities specific to services included in contract.

In the event a contractor contracts with an individual who is certified under the aegis of the Medical and Dental Staff Bylaws or Allied Health, the contract must provide contracted individuals applicable education, training and licensure as appropriate for the assigned responsibilities. The contracted individual must fulfill orientation requirements consistent with other non-employee staff members.

Records concerning the contracted individual shall be maintained by Hospital’s Department of Human Resources (HR) and the clinical department directly impacted by the services provided. HR will provide Employee Health and Organizational Development departments with an ongoing list of these individualsand the department in which they work.

Laboratory ServicesAll reference and contracted laboratory services must meet the applicable federal regulations for clinical laboratories and maintain evidence of the same.

Healthcare ProvidersIn the event a service agency employs or contracts with an individual who is subject to the Medical and Dental Staff Bylaws, or the Allied Health Providers Manual, the contract must provide the individual’s applicable education, training and licensure appropriate for his or her assigned responsibilities. The assigned individual must have an appropriate

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National Provider Identifier (NPI).

Clinical Care ServicesContractor may employ such Allied Health providers as it determines necessary to perform its obligations under the contract. For each such Allied Health provider, contractor shall be responsible for furnishing Hospital with evidence of the following:

1. Written job description that indicates:

a. Required education and training consistent with applicable legal and regulatory requirements and Hospital policy.

b. Required licensure, certification or registration as applicable.

c. Required knowledge and/or experience appropriate to perform the defined scope of practice, services and responsibilities.

2. Completed pre-employment drug screen and background check consistent with UMC’s contracted background check protocol. Testing should include HHS Office of Inspector General (OIG), Excluded Party List System (EPLS), sanction checks and criminal background. If a felony conviction exists, UMC’s HR department will review and approve or deny the Allied Health Practitioner’s access to UMC Campus. UMC will be given authorization to verify results online by contractor.

3. The following medical information must be provided to UMC and outlined by UMC Employee Health Department.

a. Evidence of annual TB testing (within the last 2 years), a current 2 step TB skin test, or a current IGRA blood test. Current TB testing is TB testing that is from within the last 12 months. The 2 step TB skin test must be 2 TB tests done within the current year, at least 10 days apart. A Quantiferon TB test from within the last year. Individuals with a positive TB test must have proof of a past positive skin test,, a negative chest x-ray and a negative sign and symptom review completed. The sign and symptom review should be completed within 4 weeks of contract at UMC.

b. Documentation of the current seasons’ Influenza vaccine or UMC’s signed declination is required during Influenza season. All personnel will follow UMC’s Influenza policy 6.5. (Influenza season is generally Oct-March 31st. Season is defined within policy by the Infection Control Department).

c. Tdap vaccination is required for any personnel with contact in PEDS, PICU, PEDS ER, NICU, Labor and Delivery, FRC and FBCC.

d. Hepatitis B vaccine series (3 vaccines), or titers showing immunity or a declination for all personnel in clinical areas.

e. Measles, Mumps and Rubella (MMR) series (2 vaccines),or titers showing immunity;

4. The following vaccines are highly suggested by UMC and the CDC for all healthcare workers and records are maintained and kept current at the agency. Contractor will provide UMC authorization to audit these files upon request.

a. Varicella vaccine series (2 vaccines), titer showing immunity or a history of disease;

b. Tdap vaccine (1 vaccine) for personnel not in areas listed above (3 c).

5. The contractor will complete a competency assessment of the individual (1) upon hire, (2) at the time initial service is provided, (3) when there is a change in either job performance or job requirements and (4) on an annual basis.

a. Competency assessments of Allied Health providers must clearly establish that the individual meets all qualifications and standards established by Hospital policies and procedures, The Joint Commission and all other applicable regulatory and/or credentialing entities with specific application to the service provided.

b. Competency assessments of Allied Health providers must clearly address the ages of the patients served by the individual and the degree of success the individual achieves in producing the results expected from clinical interventions.

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evaluate job performance, current competencies and skills.

d. Competency assessments must be performed annually, allow for Hospital input and be submitted to Hospital’s HR department.

e. The competency assessment will include a competency checklist for each Allied Health provider position, which at a minimum addresses the individual’s:

i. Knowledge and ability required to perform the written job description;ii. Ability to effectively and safely use equipment;iii. Knowledge of infection control procedures;iv. Knowledge of patient age-specific needs;v. Knowledge of safety procedures; andvi. Knowledge of emergency procedures.

6. Contractor has conducted an orientation process to familiarize Allied Health providers with their jobs and with their work environment before beginning patient care or other activities at UMC inclusive of safety and infection control. The orientation process must also assess each individual’s ability to fulfill the specific job responsibilities set forth in the written job description.

7. Contractor periodically reviews the individual’s abilities to carry out job responsibilities, especially when introducing new procedures, techniques, technology and/or equipment.

8. Contractor has developed and furnishes ongoing in-service and other education and training programs appropriate to patient age groups served by Hospital and defined within the scope of services.

9. Contractor submits to Hospital for annual review:

a. The level of competence of the contractor’s Allied Health providers that meets UMC standards; and

b. The patterns and trends relating to the contractor’s use of Allied Health providers.

10. Contractor ensures that each Allied Health provider has acquired an identification badge from Hospital’s HR department before commencing services at Hospital’s facilities; and ensures badge is returned to HR upon termination of service.

11. Contract requires the contractor, upon Hospital’s request, to discontinue the employment at Hospital’s facilities of an Allied Health provider whose performance is unsatisfactory, whose personal characteristics prevent desirable relationships with Hospital staff, whose conduct may have a detrimental effect on patients, or who fails to adhere to Hospital’s existing policies and procedures. HR will be notified so appropriate action can be taken to remove access.

Non Clinical Short Term Temporary PersonnelNon clinical/short term personnel such as Engineering-related contractors or vendors and/or construction workers on site w i t h i n the hospital for construction, remodeling or on property for new project implementation will be required to adhere to UMC Infection Control requirements as outlined below. “Short term” is defined as not more than 2 months. Original records are to be maintained by the contractor. A copy will also be available within the appropriate department at UMC.

1. Evidence of annual TB testing (2 years), a current 2 step TB test, or an IGRA blood test. Individuals with a positive TB test must have proof of a past positive skin test, a negative sign and symptom review and a negative chest x-ray.

2. Or, in-lieu of the above TB testing, contractor and subcontractor personnel may elect to complete weekly health screening forms and abide by any/all recommendations/requirements set forth by UMC’s Infection Control Department.

3. Current seasons’ Influenza vaccine is encouraged for all contractor/subcontractor personnel. However UMC’s Infection Control Department reserves the right to require this vaccine at any time. All personnel will follow UMC’s EH6.5 Influenza Policy (Influenza season is generally November through March).

Non clinical/short term personnel such as Engineering-related vendors and/or construction workers w or k i ng ou t s i de of t he ho s p i t al are not required to meet any specific Infection Control/Employee Health Services requirements.

Non Clinical PersonnelNon Clinical personnel that are assigned to work at UMC by approved contracted agencies (banks, gift shops, etc.) will be required to follow basic on-boarding requirements like UMC application, background check, drug screening, medical

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screening as outlined and attend orientation prior to working on premises. Personnel files will be maintained in Human Resources until the person ceases working on property. All annual testing and requirements will be required of these personnel.

EQUIPMENT:

In the event Hospital contracts for equipment services, documentation of a current, accurate and separate inventory equipment list must be provided to appropriate department to be included in Hospital’s medical equipment management program.

1. All equipment brought into UMC is required to meet the following criteria:

a. Electrical safety check which meets the requirements of Hospital’s Clinical Engineering department.

b. Established schedule for ongoing monitoring and evaluation of equipment submitted to Hospital’s Clinical Engineering department.

c. Monitoring and evaluation will include:

i. Preventive maintenance;ii. Identification and recordation of equipment management problems;iii. Identification and recordation of equipment failures; andiv. Identification and recordation of user errors and abuse.

d. Results of monitoring and evaluation shall be recorded as performed and submitted to Hospital’s department of Clinical Engineering.

2. Documentation on each contractor providing medical equipment to assure users of equipment are able to demonstrate or describe:

a. Capabilities, limitations and special applications of the equipment;

b. Operating and safety procedures for equipment use;

c. Emergency procedures in the event of equipment failure; and

d. Processes for reporting equipment management problems, failures and user errors.

3. Documentation on each contractor providing medical equipment to assure technicians maintaining and/or repairing the equipment can demonstrate or describe:

a. Knowledge and skills necessary to perform maintenance responsibilities; and

b. Processes for reporting equipment management problems, failures and user errors.

MONITORING:The contractor will provide reports of performance improvement activities at defined intervals. A contractor providing direct patient care will collaborate, as applicable, with Hospital’s Performance Improvement Department regarding Improvement Organization Performance (IOP) activities.

Process for Allied Health Provider working at UMC Hospital Campus

1. All Allied Health and Dependent Allied Health Provider personnel from outside contractors monitored by HR (non-credentialed/licensed) working at UMC will have the following documentation on file in Department of Human Resources:

a. Copy of contract

b. Copy of Contractor’s liability insurance (general and professional)

c. Job description

d. Resume’

e. Copy of current Driver’s License OR One 2x2 photo taken within two (2) years

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f. Specialty certifications, Basic Life Support (BLS), Advanced Cardiac Life Support (ACLS), etc.

g. Current license verification/primary source verifications

h. Competency Statement/Skills Checklist (Contractor’s and UMC’s)

i. Annual Performance Evaluation(s)

j. UMC’s “Department Specific Orientation” form

k. Attestation form/letter from Contractor completed for medical clearances except for TB test and Influenza vaccine.

l. Completion of Non-Employee specific orientation

2. The following documents may be maintained at Contractor’s office:

a. Medical Information to include: History and Physical (H&P), Physical examination or certification from a licensed physician that a person is in a state of good health (Clinical Personnel), Annual Tuberculosis (TB) test or Chest X-Ray, Immunizations, Hepatitis B Series or waiver, Measles/Mumps/Rubella Immunizations or adequate titers, Chicken Pox questionnaire, drug tests results and other pertinent health clearance records as required. The results of these tests can be noted on a one (1) page medical attestation form provided by UMC. TB test results and Influenza vaccine must be submitted to Human Resources.

b. Attestation form must be signed by the employee and contractor. The form can be utilized to update information as renewals or new tests. The form must be provided to Hospital each time a new employee is assigned to UMC. Once the above criteria are met, the individual will be scheduled to attend orientation, receive an identification badge and IT security access.

c. Any and all peer references and other clearance verification paperwork must be maintained in the contractor’s office and be available upon request.

Non-Employee Orientation–Provided by the Organizational Development Department

1. Non-Employee orientation must occur prior to any utilization of contracted personnel.

2. Orientation may be accomplished by attendance at non-employee orientation; or, by completion of the “Agency Orientation Manual” if scheduled by the Organizational Development Department.

3. Nurses must complete the RN orientation manual before working if Per Diem and within one (1) week of hire if a traveler nurse. RN orientation will be scheduled by the appropriate responsible UMC Manager.

4. Each contracted personnel will have a unit orientation upon presenting to a new area. This must be documented and sent to Organizational Development department. Components such as the PYXIS tutorial and competency, Patient Safety Net (PSN), Information Technology Services (IT), Glucose monitoring as appropriate and any other elements specific to the position or department.

Contractor Personnel Performance Guidelines

1. Arrive at assigned duty station at the start of shift. Tardiness will be documented on evaluation.

2. Complete UMC incident reports and/or medication error reports, when appropriate, using the PSN. The contractual individual is to report to the Director of their employer all incidents and medication errors for which they are responsible. UMC will not assume this responsibility. UMC agrees to notify Agency when an employee(s) is known to have been exposed to any communicable diseases.

Agency Personnel Assignment Guidelines

1. Duties will be assigned by the Physicians, Department Manager, and Charge Nurse/Supervisor that matches their skill level as defined on the competency checklist.

2. Administer care utilizing the standards of care established and accepted by UMC.

3. Be responsible to initiate update or give input to the plan of care on their assigned patients as defined in job description.

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4. Will not obtain blood from the lab unless properly trained by the unit/department to do so. Training must be documented and sent to Organization Development department.

5. Administer narcotics as appropriate to position and scope of practice.

EXHIBIT JUMC INFORMATION TECHNOLOGY REQUIREMENTS

FOR TECHNOLOGY IMPLEMENTATIONS

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Database Vendor-provided databases must be developed on an industry standard platform such as Microsoft SQL or Oracle.

Other database platforms may be reviewed and accepted on a case-by-case basis. SQL Databases must be version 2012 or later and be capable of running in a windows active/passive clustered

environment.o SQL databases must be able to run on RAID-5 LUNs attached to a cluster. Other setup may be reviewed and

accepted on a case-by-case basis.o If database is part of an application running under a virtual machine, the database must be stored and run in

the failover cluster. Vendor must provide recommendations for support, integrity maintenance, backup schemes, space considerations, etc.

for any databases they provide. If applicable, the vendor will perform a conversion or other transition of data in the current database into the new

solution. The application if using Oracle must run on one or more versions currently supported by Oracle.

Development System must be able to interface with all current hospital computer systems (including but not limited to Pharmacy,

Pathology, Microbiology, Admitting, Radiology, Surgery, Respiratory, Cardiology, etc.) using healthcare standard interfaces (HL7). Other data formats will be considered on a case-by-case basis.

System should be upgradeable for future development of computer technology (electronic medical record, computerized charting, and physician order entry) as applicable.

For deployment of any application that’s hosted on our Internet (umcsn.com), it should be developed in Microsoft platform - .Net Framework 4.5 or Higher, SQL Server 2012 or higher running on IIS Web Server. If the application is hosted in an external server, we can provide links to the Site.

To deploy any solution/application in our Intranet, it should be developed in Microsoft platform - .Net Framework 4.5 or Higher, SQL Server 2012 or higher running on IIS Web Server. We will also need the Source Code to provide ongoing support.

Web applications are rendered with MS IE as a standard browser to view them. Adobe Flash in is supported in IE environment. There is no support for HTML5 at this time but may be supported in future.

Crystal Report is used as a standard reporting tool.

Configuration Management Vendor needs to provide specifications for all hardware and non-software requirements, server and client, to host and

run their systems as a separate purchasable option. The PROPOSER will provide a detailed Contract, detailing and separating hardware costs and maintenance, software

license(s) and maintenance (system and any third-party software), implementation fees, training and other professional services fees.

The PROPOSER will provide diagrams, charts, and graphical representations of all systems designs to include ALL components proposed in their bid. This includes internet, networks, servers, firewalls, workstations, modalities and all other IT components on or off-site that need to be procured for the PROPOSER’s solution.

For Windows and non-Windows OS, vendor must provide documentation for AD / LDAP integration for security and account management.

Compliance Proposed solutions must be compliant with all relevant regulatory requirements (HIPAA, Joint Commission, PCI, etc.) in

all facets of design, delivery, execution and ongoing support.

Client Applications must be compatible with and conform to the below minimum client requirements:

o Desktops/Notebook: Windows 7 or higher Chrome, IE9 or higher

o Client Virtualization Citrix XenDesktop Citrix XenApp Microsoft AppV

Deployment packages must be deployable using SCCM including a silent installer, documentation, and a list of client dependencies.

Network/Infrastructure Products or devices being deployed must support a routed, segmented IP v4 network. IPv6 is not supported and

should not be enabled. The use of a VLAN, firewall and/or other network configuration measures may be employed to isolate and contain

vendor solutions that do not conform to established security and network requirements. All bids for such measures must include costs to implement non-conforming designs. Vendor will certify UMC’s WLAN prior to finalization of Contract.

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WLAN Devices will meet the following requirements:o WPA2 PSK AES encryption scheme with a minimum 128 bit passkey. o All wireless devices must be able to function properly with a minimum -70 db RSSI with a 10 to 25 db signal to

noise level. o Wireless devices must function properly on channels 802.11.G.N channels 1,6, or 11.o Wireless devices must be able to function properly with a distributed access antenna (DAS) system.

Wireless devices used as a critical life system (CLS) must be able to operate correctly on UMC’s WLAN and CLS devices must be certified to operate on prior to finalization of Contract.

Systems and Operations Server systems capable as running in virtual platforms are preferred. The guest operating system will run on a

VMWare ESX 5.5 or Microsoft Server 2012 HyperV environment host utilizing either iSCSI or fiber attached SAN. Vendor-provided solutions must be developed on current and supported industry standard operating systems

platforms. Microsoft Windows Datacenter 2012 or above is preferred. Other operating systems may be reviewed and accepted on a case-by-case basis.

Installation and maintenance of the server and client applications are to be provided in a WISE or InstallShield (or similar tool) method.

UMC will manage all computer hardware installed. UMC will manage operating systems software, including operating system updates, asset management agents, backup

agents, and anti-virus protection. Vendor software must not interfere or invalidate any operational function of UMC-managed software or agents.

- Exceptions may be made for issues such as database folders/files that require exclusion from anti-virus scans.- All proposed exceptions will be reviewed on a case-by-case basis.

Upgrades, enhancements, feature changes, and maintenance to vendor software will be done in coordination with and the cooperation of UMC IT Department personnel.

Proposed systems must be capable of being managed remotely by the supporting vendor. Vendors may not service or modify the software at user request without express consent and involvement of the UMC

IT Department. Turn-key solutions that provide hardware and software must use industry standard hardware platforms (for example

HP, Dell, IBM, SUN) and include appropriate Intelligent Platform Management Interfaces (IPMI) for side-band management agents such as HP Integrated Lights Out (ILO2), Dell Remote Assistance Card (DRAC) or IBM Remote Supervisor Adaptor (RSA).

Hardware supplied by the vendor will be rack mountable, “server class” with redundant power supplies and storage. UMC will have full administrative rights with respective Administrator, Local Administrator and Root accounts. Fiber Channel SAN-attached storage, the application must be capable of running on RAID-DP. Preferred local storage configuration should be capable of RAID 5, other configurations will be considered on a case by

case basis.o OS partitions will be at least 50 GB.

Virtual systems with supplied templates are acceptable. o Virtual machine configurations will have at least 50 GB OS partition; application/data/binaries must reside on

separate partition(s). All rack mount servers shall have dual power supplies and run on 208V circuits. Other setup may be reviewed and

accepted on a case-by-case basis. Applications must run on currently supported operating systems, database engine, hardware, interfaced systems, etc. Application vendor is responsible for staying ahead of operating systems, database engine, hardware, interfaced

systems, etc ‘end of life’ cycle by a minimum of twelve months. UNIX/Linux-based applications must run as a service account and not as ‘root’.

o For UNIX/Linux-based applications, no use of SETUID or SETGID as ‘root’.o Application files or directories should not require root access.

UNIX/Linux-based application will not be installed into the system volume group/root file system. Vendor must accommodate and support routine operating system patching at least quarterly. Vendor must accommodate and support emergency operating system patching within two weeks of the release of said

patch. Access to the application by the use of FTP, telnet and similar interfaces will be secure/encrypted connections and will

be in compliance with current HIPAA requirements at the time of installation and into the future. UNIX/Linux based systems will use SU accounts and not using direct logins.

Project Management Vendor will use Microsoft Project to track and manage project status. Vendor will provide a weekly status update to UMC PMO, once project is kicked off. Vendor must provide UMC with technical requirements for their product. Vendor needs to provide a written scope of work, including each type of resource needed and estimated work effort.

o The vendor must work with the UMC PMO.o The vendor must supply a task list with UMC IT responsibilities clearly listed prior to implementation.

Vendor must get approval from PMO prior to scheduling a Go Live date.

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Security The application must be compliant with UMC’s password policy for all accounts (user, service account, schema owner,

etc) meeting the following requirements: UMC access for provisioning accounts is against Active Directory (AD) in support of single sign-on. User Accounts (logged in by a user):

o Passwords must be a minimum of 8 characters in length.o Passwords must consist of 3 of 4 categories of uppercase letters, lowercase letters, numbers and/or special

characters. o Passwords of user accounts must be changed (expired) every ninety (90) days. o Applications that do not “sync” with LDAP/AD must have the ability for the user to change their password

within the application. o Passwords cannot be reused for 8 password changes.o Passwords must be encrypted and cannot be stored in plain text or reversible encryption\encoding within the

application. Service Accounts (auto logged in or accounts run as a installed service): Service Accounts cannot be used by an individual to manually log in to a workstation or server.

o Passwords must be a minimum of 14 (prefer 20) characters in lengths.o Passwords must consist of multi-case letters, numbers, and special characters.o Passwords for service accounts may be set to never expire as approved by the ISO or their designee.o Service account passwords must be encrypted and cannot be stored in plain text or reversible encryption\

encoding within the application. *The only exception is a workstation KIOSK account and must be approved by the ISO or designee.

o Service Accounts should be domain service accounts where possible.o Service Accounts must be recorded including password and not distributed to non-administrative or

development users.o Administrator accounts must be recorded including password and not distributed to non-administrative or

development users.o Users should utilize their assigned user accounts for user /desktop access with appropriate user or

administrative permissions.  Use of Administrator accounts is restricted to System Administrator level users for administrative purposes only.

o Service Accounts should be blocked from signing into user desktops / or desktops access is limited to specified applicable server(s).

o Vendors must not distribute Service Accounts to non-administrative or development users.o Vendors must utilize their individual / personal assigned user accounts for user access.  Service Accounts

must not be used to access user desktops. Vendor must accommodate closing of non-secure or unused services/ports (e.g. sendmail, portmap) or document why

said services are needed. SMTP servers other than UMCSN SMTP servers are prohibited. Anonymous SMTP Relay is only permitted to internal UMC users, any outbound email must be authenticated through

MS Active Directory. Client applications will not require local administrator access on the workstation computer to process or work with the

server application. Client software must use DNS for hostname resolution and be capable of finding server resources in either a forward or

reverse-lookup fashion. Web based portals or applications must use port SSL (port 443) to perform initial sign on of users. Any web based feature or function must be capable of running fully in SSL (port 443) mode and be configurable to

process this way if desired by UMC. Web-enabled applications must be Internet Explorer 8 compliant (recent versions, at least IE 9). They should not

require ActiveX components or other ad-hoc components not supplied during initial install. This applies to future upgrades as well. The only exception to this is digital certificates necessary to provide secured processing.

Digital certificates required for processing should be quoted from a recognized public key organization (VeriSign, etc.) and pricing for certificates will be included in bid.

Components of the solution on UMC’s network must be capable of accepting UMC’s Microsoft Active Directory Group Policy Object (AD/GPO) directives and attaching to UMC’s domain.

Local administrator logons MAY NOT be used to install or run vendor software. All vendor accounts must conform to UMC logon policies and be issued through Microsoft active directory including service, support, database SA and any other system access logon/password combination.

Vendor software must be Microsoft Lightweight Directory Access Protocol (LDAP) compliant and interfaced to allow control of user access.

All remote access by the vendor will be done by approved UMC methods, i.e., HTTP/SSL over port 443, VPN or similar configuration.

Vendor’s system will need to be compatible with UMC’s anti-malware product Sophos. Directory exceptions must be provided by vendor and documented.

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User access logging must be provided to support user audit trail – for end user access as well as privileged administrative access.

Payment Card Information (PCI) is not allowed on the UMC network. PCI compliance is required for any exposure to Payment Card Data (PCD).

If a SaaS model is proposed, UMC reserves the right to periodically assess the security of vendor environment. If vendor comes into contact with UMC sensitive, regulated or confidential information, additional security requirements

may be imposed (e.g. BAA for exposure to Protected Health Information (PHI). UMC does not currently allow mobile devices to connect to the UMC network.

Training Vendor provides training plan (blueprint). Based upon the Contract, training will be supplied by one of the following options:

o On-site provided by Vendor for all users.o On-site provided by Vendor for train-the-trainers that will in turn train end users.o Off-site training by Vendor.o Web based training provided by Vendor.o No training and UMC responsible for building curriculum.

Documentation – Requirement should be in Word format so that UMC can edit:o Vendor delivers full set of curriculum (normally users guide and quick reference guide).o Vendor delivers minimal curriculum.o Vendor delivers no curriculum.o Vendor provides proficiency exams.

Data for classes – Vendor provides training environment with fictitious data for classes with a script to refresh the data daily.

User ID’s for classes – Vendor provides training user ID’s for classes. Vendor provides a list of any hardware or software needed for the training facilities. The Vendor will supply detailed guides for installation and administration of both server and client software for the

classroom environment Vendor provides weekly calls that involve training plan. Vendor provides weekly calls that involve training plan. Communication Plan – Falls under PM but includes training because UMC will be announcing classes. Activation Plan – Day of go live events defined by Vendor for roaming education.

Backups UMC utilizes CommVault Simpana as an enterprise backup solution, any systems must support the install of a

corresponding CommVault backup agent (iDataAgent) to allow UMC to pull backups of the machine. Systems must be compatible with CommVault Simpana version 9 or later. Any File, Directory, or Drive exclusions required by the vendor should be provided to UMC for configuration on the

enterprise backup system and be approved by UMC data security.

Monitoring UMC utilizes SNMP for monitoring devices on the network, systems must be compatible with SNMP version 2 or 3 for

addition to the UMC monitoring solution. For Windows based OSs WMI must be installed and enabled.

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