DocuSign Envelope ID: B1281343-7B62-4774-BD3D-EFF9O3A5CA25
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MEMORANDUM OF
UNDERSTANDING BETWEEN
THE VIRGIN ISLANDS DEPARTMENT OF HEALTH
&
NATIONAL FOUNDATION FOR THE CENTERS FOR DISEASE CONTROL AND
PREVENTION, INC.
THROUGH
THE VIRGIN ISLANDS DEPARTMENT OF PROPERTY AND
PROCUREMENT
THIS
MEMORANDUM
OF
UNDERSTANDING (“MOU”)
is made
this
day of
2020, in the Territory of the Virgin Islands, by and between the Government of the
Virgin Islands, Department of Health, Epidemiology and Laboratories Divisions (“DOH EPI &
Lab”) and National Foundation for the Centers for Disease Control and Prevention. Inc. (“CDC
Foundation”). each a “Party” or collectively “Parties.” through the Department of Property and
Procurement.
WITNESSETH:
Whereas, the Virgin Islands Department of Health is responsible for the functions as both the state
regulatory agency and the territorial public health agency for the U.S. Virgin Islands. pursuant to
Title(s) 3 and 19, Section(s) 19 and 1-8 respectively, of the Virgin Islands Code due to the COVID
19 Pandemic; and
Whereas, the National Foundation for the Centers for Disease Control and Prevention, Inc., is an
independent nonprofit and the sole entity created by Congress to mobilize philanthropic and
private-sector resources to support the Centers for Disease Control and Prevention’s critical health
protection work; and
Whereas, the agencies have a common interest in ensuring the required staff is in place in support
of the COVID-19 Surge in cases; and
Whereas, the agencies desire to combine efforts in ensuring support staff is in place due to the
surge in COVID- 19 cases by entering into this MOU.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, and
intending to be legally bound by this written instrument, the parties hereto do covenant and
agree as follows:
MOU No.
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August
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DocuSign Envelope ID: B1281343-7B62-4774-BD3D-EFF9O3A5CA25
1. TERM AND EFFECTIVE DATE
This MOU shall be effective as of August 1, 2020 upon the date of execution of this MOU by
the Commissioner of the Department of Property and shall terminate on March 31, 2021.
2. COSTS
There shall be no exchange of funds between the Parties for the performance of tasks under this
MOU. Each Party shall bear all costs associated with the fulfillment of its responsibilities under
this MOU.
3. RESPONSIBILITIES! TASKS
3.1 Department of Health shall be responsible for:
Providing a safe and secure space in Central Office (or other appropriate location) for CDC
Foundation employee(s) assigned to the Project at the DOH EPT & Lab.
—
Provide the CDC Foundation employees with safety training regarding use ofilDOH EPI &
Lab Central Office.
As may be required or necessary, provide the CDC Foundation employees with the
following amenities:
printer access,
copy machine access, meeting room access,
kitchen/breakroorn access, clearance to enter the Central Office, and parking.
-
Ensure the safety of CDC Foundation employees, including requiring and utilizing safe
infectionpreventioncontrolpractices, suchasproperpersonalprotectivecquipment,as set forth by
the Cas fcr D Ccxiiol ard Iwricn (CDC), and infonn the CDC Foundation of CDC
Foundation employees that fall ill.
DOH EPI & Lab is responsible for coordinating any configuration requirements and the costs
incun’ed in the configuration required to make the CDC Foundation provided laptop
operational for the CDC Foundation employee(s) hereunder.
r
Notify the CDC Foundation if concerns arise regarding the CDC Foundation ernployees
ability to complete designated Project assignments.
3.2 CDC Foundation shall be responsible for:
(a) The CDC Foundation will temporarily assign employee(s) to the work from the Charles Harwood
Complex 3500 Estate Richmond. The CDC Foundation employees will comply with the
policies and procedures ofthe CDC Foundation.
(b) The CDC Foundation employees will be.provided a laptop, with Microsoft Office
software, andlor phone ifthejob positions require such for the completion oftasks.
(c) CDC Foundation employees will be provided human resources support and training
materials for successful onboarding including but not limited to information regarding
benefits, instructions for the completion of timesheets and requests for leave.
(d) Providing the following:
Surveillance Officer whose responsibilities shall be:
•
Conduct telephone calls with persons diagnosed with COVID- 19 to complete case
interviews, elicit and trace contacts exposed to COVJD-l9
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•
Provide
follo -Lip
instructions
to
cases
and
to
contacts
related
to
isolation/quarantine, symptom monitoring and assess the need for medical care and
supportive services
•
Communicate with cases and contacts in a professional and empathetic manner
•
Collect and record information from the case interview/contact gathering into the
data system
•
Follow approved scripts and protocols. provide people with approved information
about isolation and quarantine procedures. and if appropriate, refer them to testing
•
Conduct in-person investigations into congregate settings and selected cases and
contacts, as needed
•
Maintain daily communication with their Supervising Contact Tracer, as assigned
•
Provide information on where to find other social, health resources using approved
scriptresource list
•
Receive telephone consent for potential follow-up calls from DOHMH or other
organizations offering support services
•
Protect and maintain indi iduals privac\ arid confidentiality
r-
Contact Tracer Supervisor whose responsibilities shall be:
•
Maintain awareness of current COVID-19 public health guidance, disseminate
updates, and answer questions about public health guidance from the team
•
Managing data quality
•
As needed, conduct case reviews with Contact Tracers to ensure comprehensive
and high-quality intel-views. Conduct routine quality assurance monitoring to
ensure that data are appropriately collected and entered into the data system;
troubleshoot and follow-up on data errors
•
Train and supervise new contact tracers, including local hires, temporary staff, and
any other persons deployed to assist
•
Identify language needs for the communities being served (e.g., Spanish, French,
Haitian-Creole), and communicate needs to leadership
•
Assist the USVI DOH team with case management, including linkage to services
•
Work with the USVI DOH team to identify clusters and outbreaks of COVID-19 in
the community
•
Assist with case reporting, including compiling reports and generating maps.
•
Perform other i-elated duties as required
i.’-
Operation Manager will serve as the site administrator and oversee site selection, setup,
operations, and breakdown of the surge capacity Alternative Facility Site. The operation
manager must oversee the safety, security, and logistics of the site.
Additional
responsibilities shall include:
•
Work with various points of contact to coordinate support capabilities
•
Develop/alter site footprint
•
Coordinate with local health department, as needed
•
Establish face-to-face coordination with the Public Information Officer (PlO) during site
setup
(0S
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•
Ensure PlO is aware of patientlsite status
•
Provide statements to press when necessary, ensuring appropriate privacy
requirements arefollowed
•
Establish an Incident Management Team (IMI) structure for operations and connect at
least twice a day with Operations, Logistics, and Command staff
•
Triage information to send to lead agency
•
Maintain site for duration of activation
•
Provide and retain notification to patients of quarantine/isolation orders signed, and
make copies for onsite security personnel
Ensure appropriate reporting and records management requirements are met
Train/transition responsibilities to local hire for sustainability if site function is
prolonged
3.3 Other Provisions
j REPORTING
- DOH EPI & Lab will provide the CDC Foundation with periodic progress
reports and a final narrative report detailing the impact ofhaving CDC Foundation employees on
staff and how the CDC Foundation employees supported the COVID- 19 response in the DOH
EPI & Lab.
(JilCONFIDENTIALITY
-
The CDC Foundation will comply with all confidentiality
obligations under federal and state laws and theDOH EPI & Lab policies and requirements
including but not limited to the Federal Educational Rights and Privacy Act, 20 U.S.C.
§ 1 232g, and the Health Insurance Portability and Accountability Act (HIPAA), Public Law 104-
92, as amended, and regulations (45 CFR Parts 160 and 164), as applicable. Confidential
information means information known or maintained in any form, whether recorded or not,
consisting of protected health information, other health information, personal information,
personal identifying information, confidential business information, and any other infonnation
required by law to be treated as confidential, designated as confidential by theDOH EPI & Lab,
or known or believed by the CDC Foundation or the CDC Foundatio& s employee or agent
to be claimed as confidential or entitled to confidential treatment.
(bl) The CDC Foundation will not:
•
access, view, use, or disclose confidential information without written authorization
from tIDOH EPI & Lab;
•
discuss confidential infoimation obtained in the course ofits relationship with t1DOH
EPI & Lab with any other person or in any location outside of its area of
responsibility in iIDOH EPI & Lab;or
•
make any unauthorized copy ofconfidential information, or remove or transfer this
information to any unauthorized location or media.
(b2) The CDC Foundation will direct any request it receives for confidential information obtained
through performance of services under this MOU, including a subpoena, litigation discovery request,
court order, or Freedom ofInformation Act request, to the DOH EPI & Lab Contracts Manager and
the DOH EPI & Lab Office ofGeneral Counsel as soon as possible, and in every case within one
business day of receipt. If the CDC Foundation discloses confidential information pursuant to a
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DocuSign Envelope ID: B1281343-7B62-4774-BD3D-EFF9O3A5CA25
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properly completed authorization or legal process, order or requirement, the CDC Foundation must
document the disclosure and make the documentation and authorization available for the DOH EPI
& Lab inspection and audit.
(b3) The CDCFoundation must irnmediatelynotifytheDOH EP I & Lab Compliance Officer at (340)
718-1311 Esther.ellis(ddoh.vi.oov of any unauthorized use or disclosure of confidential
informationreceivedunderthis MOU. TheCDCFoundationwill prornptlynotifythe DOH EPI & Lab
ofany suspected or actual breach ofsecurity ofan individual ‘s personal identifying information under
applicable law.
(b4)
The CDC Foundation s obligations under thisprovision and any otheragreements concerning
confidentiality shall survive termination, cancellation, or expiration ofthe MOU.
Lci. RECORDKEEPING, AUDITS. & INSPECTIONS
- The CIX Foundation shall create and
maintain adequate records to document all matters covered by this MOU. CDC Foundation shall
retain all such records for six (6) years or other longer period required by law after tenuination,
cancellation, or expiration of the MOU and make records available for inspection and audit at
any time the DOH EP I & Lab deems necessary. Ifany litigation, claim or audit has begun but is
not completed at the end ofthe six-year period, or ifaudit findings have not been resolved at the
end ofthe six-year period, the records shall be retained until all litigation, claims, or audit findings
involving the records have been resolved and final action taken. CDC Foundation shall the DOH EPI
& Lab to inspect facilities and locations where activities under this MOU are to be performed on
reasonable notice. Unjustified failure to produce any records required underthis paragraph may
result in immediatetennination ofthis MOUwithno further obligation onthepartof the DOH EP I
& Lab.
LI
CDC Foundation must dispose of records containing the DOH EPI & Lab Confidential
information in a secure manner such as shredding or incineration once the required
retention period has ended. Confidential information means information known or
maintained in any form, whether recorded or not, consisting of protected health
information,
other
health
information,
personal
information,
personal identifying
information, confidential business information, or any other information required by law to be
treated as confidential, designated as confidential by the DOH EPI & Lab.
j DRUG FREE WORKPLACE.
By signing this MOU, the CDC Foundation certifies that it will comply with all applicable
provisions of The Drug-free Workplace Act of 1988, 48 CFR § 52.223-6 (Pub. L. 100-690,
Title V,SubtitleD41 U.S.C. 701-707)
(e) LICENSES
During the tel-rn of this MOU, each party shall maintain its respective federal and state
licenses, certifications, and accreditations required for the provision ofservices herein. The
CDC Foundation will immediately notify the DOH EPI & Lab if a board, association, or
other licensing authority takes any action to revoke or suspend the license, certification, or
accreditation ofCDC Foundation or CDC Foundation’s employees or agents providing or
performing services under this MOU.
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DocuSign Envelope ID: B1281343-7B62-4774-BD3D-EFF9O3A5CA25
(f) FINANCIAL RESPONSIBILITY.
Each party shall bear and be responsible solely for its own costs and expenses necessary to
comply with this MOU.
(g) COMPLIANCE WITH LAWS.
CDC Foundation shall comply with all applicable laws and regulations in the performance of
this MOU.
(h) SEVERABILITY.
The invalidity or unenforceability of any provision of this MOU shall not affect the
validity or enforceability of any other provision, which shall remain in full force and
effect.
4. DESIGNATED REPRESENTATIVE
Each Party shall designate a representative to oversee its responsibilities under this MOU.
Department of Health designates:
Dr. Esther M. Ellis
Territorial Epidemiologist
Charles Harwood Complex
3500 Estate Richmond
Christiansted, USVI 00820
CDC Foundation designates:
Krystal Sarcone, MPH, MPH, PMP
COVID-19 Corps Core Program Manager, Regions 1-3 & 5
ksarconeQcdcfoundation.org
5. LIABILITY OF OTHERS
Nothing in this MOU shall be construed to impose any liability upon the Government to persons,
firms, associations, or corporations engaged by CDC Foundation as servants, agents, or
independent contractors, or in any other capacity whatsoever, or make Government liable to any
such persons, firms associations, or corporations for the acts, omissions, liabilities, obligations
and taxes of CDC Foundation of whatsoever nature, including but not limited to unemployment
insurance and social security taxes for CDC Foundation, its servants, agents or independent
contractors.
6. ASSIGNMENT
Neither Party shall subcontract or assign any part of the services or responsibilities under this
MOU.
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7. INDEMNIFICATION
To the extent permitted by law, CDC Foundation agrees to indemnify, defend and hold harmless
Government from and against any and all loss, damage, liability, claims, demands, detriments,
cost. charges and expense (including attorney s fees) and causes of action of whatsoever
character which Government may incur, sustain or be subjected to, arising out of or in any way
connected to the services to be performed by CDC Foundation under this MOU and arising from
any cause, except the sole negligence of Government.
8. GOVERNING LAW
This MOU shall be governed by the laws of the United States Virgin Islands and jurisdiction
shall remain in the United States Virgin Islands.
9. WAIVERS AND AMENDMENTS
No waiver, modification or amendment of any term condition or provision of this MOU shall be
valid or of any force or effect unless made in writing, signed by the parties hereto or their duly
authorized representatives, and specifying with particularity the nature and extent of such
waiver, modification or amendment. Any such waiver, modification or amendment in any
instance or instances shall in no event be construed to be a general waiver, modification or
amendment of any of the terms, conditions or provisions of this MOU, but the same shall be
strictly limited and restricted to the extent and occasion specified in such signed writing or
writings.
10. ENTIRE AGREEMENT
This MOU constitutes the entire agreement of the parties relating to the subject matter addressed
in this agreement. This MOU supersedes all prior communications, MOUs, or agreements
between the parties with respect to the subject matter addressed in this Agreement, whether
written or oral.
11. CONDITION PRECEDENT
This MOU shall be subject to the availability and appropriation of funds and to the approval of
the Commissioner of the Department of Property and Procurement.
12. TERMINATION
Either party will have the right to terminate this MOU with or without cause on thirty (30) days
written notice to the other party specifying the date of termination.
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13. NON-DISCRIMINATION
No person shall be excluded from participating in, be denied the proceeds of or be subject to
discrimination in the performance of this MOU on account of race, creed, color, sex, religion,
disability or national origin.
14. CONFLICT OF INTEREST
Both Parties covenant that it has no interest and 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 MOU.
15. NOTICE
Any notice required to be given by the Terms of this MOU shall be deemed to have been given
when the same is sent by certified mail, postage prepaid or personally delivered, addressed to
the parties as follows:
ANTHONY D. THOMAS
Commissioner
Department of Property and Procurement
8201 Sub Base, Suite 4
St. Thomas Virgin Islands 00802
Justa E. Encarnacion, RN, BSN, MBA/HCM
Commissioner
Department of Health
1303 Hospital Ground
— Suite 10
St. Thomas, VI 00802
Helen Tovar, General Counsel and Compliance
CDC Foundation
600 Peachtree St, NE, Suite 1000
Atlanta, Georgia 30308
16.
INSURANCE: CDC Foundation shall maintain the following insurance coverages during
the term of this MOU
(a)
COMMERCIAL GENERAL LIABILITY: Commercial general liability insurance, in a
form acceptable to the Government. on a “per occurrence” basis with a minimum limit
of not less than one million dollars ($1,000,000.00) for any one person per occurrence
for death or personal injury and one million dollars ($1,000,000.00) for any one
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occurrence for property damage. Insurance policy(ies) shall name the Government of the
Virgin Islands as the certificate holder and additional insured via an endorsement.
(b)
PROFESSIONAL LIABILITY: Professional liability insurance, in a form acceptable to
the Government, which covers the services being performed under this Contract, with
policy limits of not less than one million dollars ($1,000,000.00) per claim. The
Government shall be listed thereon as a certificate holder.
(c)
WORKERS COMPENSATION: Contractor shall supply current coverage under the
Government Insurance Fund or other form of coverage.
17. FASCIMILE, ELECTRONIC & DIGITAL SIGNATURES
A facsimile, electronic or digital signature on this Contract shall be deemed an original and binding
upon the Parties hereto.
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IN WITNESS WHEREOF. the parties have hereunto set their hands on the day and year
first above written.
WITNESSES
GOVERNMENT OF THE VIRGIN ISLANDS
Justa E. Encarnacion, Commissioner
Department of Health
11/30/2020
Date
Anthony D. Thomas. Commissioner
Department of Property and Procurement
Date
National Foundation for the Centers for Disease Control and Prevention, Inc.
OocuSiqned by:
Docusigned by:
i&
—9n4,FG3T 4 IA
Dr. Judith Monroe, President
CDC Foundation
11/30/2020
I
1:48:31
PM
EST
Date
APPROVED AS TO LEGAL
12/14/2020
DEPARTMENT OF JUSTICE BY:
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