An agenda meeting of the Fayette County Board of Commissioners was held at 10 a.m. on Tuesday, May 14, 2024, at the Fayette County Courthouse first floor commissioners  conference room, 61 East Main Street, First Floor, Uniontown PA.  In attendance-  Commissioner Chairman Scott Dunn Commissioner Dave Lohr Commissioner Vincent A. Vicites Chief Clerk Amy Revak County Solicitor Jack Purcell  Commissioner Dunn welcomed everyone to the meeting at 10:02 a.m. He asked everyone to stand for a silent prayer, which was followed by the pledge of allegiance.  Proclamations/Recognitions: Older Americans Month-May 2024  Child Welfare Professionals Appreciation Week June 3-7,2 2024  Fayette County Behavioral Health Administration Advisory Board 2023 Community Unveiling of Albert Gallatin Print -Courtesy of Independence National Historical Park Commissioner Dunn said the agenda had to be amended to add three items. A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to amend the agenda to consider placing on the agenda approval of the transfer of Kristen Visnosky to Fiscal Tech, SEIU CYS, $22.14/hour ($43,173.00 annual) effective May 27,  Recognition Award (National Park Service)  2024.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to amend the agenda to consider placing on the agenda approval of the hiring of Stephen Janos, Part Time Bus Driver (CDL), SEIU, PG14, Step SR, $18.16/hour, effective June  3, 2024.  Commissioner Dunn yes  1    Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  AI motion was made by Commissioner Vicites and seconded by Commissioner Lohri to amend the agenda to consider approval to award RFQ 24-01 to George Junior Republic of Grove City for a juvenile detention facility at the former jail annex and to authorize  County Solicitor Jack Purcell to negotiate a contract for the facility.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Public Comment on Agenda Items: None Fayette County Redevelopment Authority  Andrew French presented the agenda item and explained the reason for the change. A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda adoption of the attached resolution which approves a modification to an FY 2020 Discretionary Community Development Block Grant (CDBG) Program for the West Leisenring Sanitary Sewer System Improvement Project in  Dunbar Township. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Prior to a vote, the commissioners discussed what a good project it is for the area.  Adult Probation Office  Jim Kovacs presented the agenda item.  Ar motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda approval of the Memorandum of Understanding "MOU" between Fayette County Adult Probation, PA (Agency) and AVERTEST, LLC D/B/A  Averhealth (Provider), as attached. Commissioner Dunn yes Commissioner Lohr yes  2    Commissioner Vicites yes Motion passed unanimously Behavioral Health Administration Dave Rider presented the agenda item.  A motion was made by Commissioner Vicites and seconded by Commissioner Lohri to consider placing on the agenda approval of the following agreements and modifications.  Contract Value  Period  Modification Agreement #1 2023-2024 Southwest Behavioral Care, Inc.  $493,866 07/01/23-06/30/24  Specialized Therapy and Related Services (STARS) $280,000 07/01/23-06/3024  Modification Agreement #2 2023-2024  Laurel House, Inc.  $543,709 07/01/23-06/30/24  Therapeutic Early Intervention Services, LLC( (TEIS) $48,000  07/01/23-06/30/24  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Building and Grounds  Patty Tremba presented the agenda item.  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda approval to advertise for bids for the paving oft the parking lot in the rear of the Gallatin Building located at 2 West Main Steet, Uniontown,  PA.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Children and Youth Services  An unidentified employee of CYS presented the agenda items.  3    A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to Approval of a FY2023-24 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services and Fayette County Juvenile Probation and Keystone Adolescent Center, 201 Main Street, Greenville, PA 16125 for Residential, Shelter and Foster Care Services on an as needed basis. The  consider placing on the agenda:  rates are as follows:  Initial Clothing $250.00 Residential Programs  Keystone Adolescent Center - Cert# 437070 Specialized Setting (KAC) Males-MS Specialized Intensive (KAC) Males-MI Shelter (KAC) Males-MC Keystone Female Services - Cert# 410770 Specialized Setting (KFS) Females-FS Specialized Intensive (KFS) Females-FI Shelter (KFS) Females-FC Transitional Living - Males Apartment #1 - Cert# 400130-TM Apartment #2 - Cert# 445430-TM Apartment #3 - Cert# 445450-TM Apartment #4 - Cert# 445460-TM Apartment #5 - Cert# 445470-TM Transitional Living-Females - Cert# 434340-TF Foster Care Program = Cert# 465860 Children birth to 11 years ofage-AA Youth ages 12 and older-AB Mother/Baby Care (any age)-AC Supported Placement Levell I & II-AD Supported Placement Level III &I IV-AE Medically Dependent-AF Other Residential Services Diagnostic Program One-on-One Coaching Counseling Extraordinary Transportation +$5.001 Fuel Surcharge  $ 296.00 388.00 e 225.00 $ 277.00 $ 390.00 $ 218.00 $ 190.00 $ 190.00 $ 190.00 $ 190.00 $ 190.00 $ 190.00 $ 78.00 $ 83.00 $ 118.00 $ 90.41 $ 105.51 $ 90.51 $1,950.00 $ 42.00/hour $ 40.00/hour  Approval of a FY 2024-25 Lease Agreement between the County of Fayette, through Fayette County Children & Youth Services and Uniontown Mall Reality LLC, Uniontown CH LLC, And Uniontown Nassim LLC, 1368 Mall Run Rd, Uniontown, Pa. 15401. The terms of the lease are for a 12 month term beginning 9/1/2024 through 8/31/2025 at the rate of $900.00 per month plus utilities. The location will be utilized for a Fayette County Plans of Safe Care Women and Family Center. Funding is  appropriated through Plans of Safe Care support grant.  4    Approval of a FY2024-25 Purchase of HIPAA Business Associate Agreement Addendum supplements and is made part of the agreement between the County of Fayette, through Fayette County Children & Youth Services and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124, for child accounting and profile system application service provider agreement relating to privacy and security services. There Approval of a FY2024-25 Addendum for Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124, for a business agreement for Consulting and Ad Hoc IT Services and Support. The rates are as  isno change to the cost of this service.  follows:  Research Analyst Junior Programmer Junior Programmer Analyst Programmer Analyst Senior Programmer Analyst Developer Senior Developer Project Director  $ 54.50/hr $ 65.40/hr $ 73.00/hr $ 76.20/hr $ 78.70/hr $ 92.50/hr $111.20/hr $125.00/hr  Approval of a FY2024-25 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124. CWIS 2.0 Upgrades. Upgrades include the following services: reports, research findings, project design specifications, anticipated training requirements, infrastructure status and estimated target dates, schedules and critical checkpoints and deliverables. The total cost of CWIS 2.0 Upgrades is $359,612.56 and is shared by all CAPS counties. The cost has been proportionally allocated across counties based on the number of users in each county compared to the total number of CAPS users. The cost of the CWIS 2.0 Upgrades for Approval of a FY2024-25 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124, for child accounting and profile system application service agreement relating to support services. The cost for this service is Approval of a FY2024-25 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124 for AFCARS Upgrade and  Fayette County is a fixed price of $6,351.15.  $10,827.37 per quarter.  Maintenance. The rate is as follows:  The cost of the AFCARS Upgrade and Maintenance is shared by fifty-six CAPS counties. The cost has been proportionally allocated across counties based on the number of users in each county compared to the total number ofCAPS users. The total cost of the AFCARS Upgrade and Maintenance is $290,000.00. The cost of  5    the AFCARS Upgrade and Maintenance for Fayette County is a fixed price of  $5,133.97.  Approval of (3) 48 port Gigabit switch, (1) Palo Alto fire wall switches, mountable rack, with 1yr license and support for a cost of $6,496.29 to be purchased through Ford Office  Technologies. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Economic Development  Mark Rafail presented the agenda items. consider placing on the agenda:  A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to Approval of 2024 FCIB Projects. The County hereby approves the projects detailed in Exhibit A hereto and authorizes their inclusion in the 2024 FCIB Program, with the understanding that some or all the authorized applicants have the option to decline participation in the 2024 FCIB Program. Additionally, the County hereby directs the Advisory Board to issue letters of approval to the applicants detailed in Exhibit A, inviting said applicants to participate in the 2024 FCIB Program, as attached. Approval to direct the Advisory Board and appropriate County officers and employees to work with Stifel, Nicolaus & Company, Incorporated as placement agent (the Placement Agent") and Dinsmore & Shohl LLP, as note counsel ("Note Counsel"), in connection with the structuring, marketing and issuing of the 2024 FCIB Note, provided that final approval of a financing requires formal Board of County Commissioners approval. Additionally, the Board of County Commissioners authorizes (i) the Placement Agent to solicit proposals from banks and financial institutions fori the 2024 FCIB Note, (ii) Note Counsel to take such actions as may be required to prepare the proceeding for the approving of the 2024 FCIB Note as required by the Local Government Unit Debt Act (including, specifically, the publishing of required notices) and (ii) Herbert, Rowland & Grubic, Inc. and Community Networking Resources, LLC to continue providing  administration of the 2024 FCIB Program.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Lorraine Conard read the agenda items.  6    Human Resources  Ar motion was made by Commissioner Vicites and seconded by Commissioner Lohr to  consider placing on the agenda:  ASSESSMENT  Approval of the resignation of Jennifer Thomas, Assessor I, effective April 10, 2024. Approval of the transfer of Alyson Guthrie to Assessor I, SEIU, PG 12, Step SR,  $16.95/hour ($33,052.50 annually) effective May 22, 2024.  BRIDGE  Approval of the resignation of Larry Carr, Bridge Worker I, effective May 3, 2024.  CENTRAL DEPARTMENT  Approval of the separation of Sandra Grego, Part Time Clerk, effective April 9, 2024. Ratification of the hiring of Asia Revak, Part Time Clerk, Non-Union, $12.00/hour  effective May 8, 2024.  COMMISSIONERS: PARKS & RECS  Ratification of the hiring of. Joseph Petrucci, Seasonal Laborer/Grass Cutter, Non-Union,  $12.00/hour effective April 29, 2024.  CYS  Approval of the transfer of Kristen Visnosky to Fiscal Tech, SEIU CYS, $22.14/hour  ($43,173.00 annual) effective May 27, 2024.  EMA  Ratification of the promotion of Wendy Watson to Dispatcher I, SEIU, PG 10, Step SR, Ratification of the promotion of Haleigh Shultz to Dispatcher I, SEIU, PG 10, Step SR, Ratification of the promotion of Bryce Fisher to Dispatcher I, SEIU, PG 10, Step SR,  $20.70/hour ($43,056.00 annually) effective. April 22, 2024. $20.70/hour ($43,056.00 annually) effective April 22, 2024. $20.70/hour ($43,056.00 annually) effective April 22, 2024.  FACT  Ratification of the hiring of Dave Medard, Mechanic Tech D, SEIU, PG 10, Step SR,  $15.85/hour ($30,907.50 annually) effective May 13, 2024.  7    Approval of the hiring of Stephen Janos, Part Time Bus Driver (CDL), SEIU, PG14, Step  SR, $18.16/hour, effective June 3, 2024. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Office of Human and Community Services/FACT Rudy Dutko presented the agenda item.  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda approval of the County of Fayette's responsibility to provide Fayette Area Coordinated Transportation local matching funds in an amount up toa approximately $355,000.00 to match state funds provided pursuant to 74 Pa. C.S.  Section 1513 for FY 2024-25. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Planning, Zoning and Community Development Art Cappella read the agenda items. consider placing on the agenda:  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to Approval for consent to Right of Entry (ROE) for construction, operation, and maintenance of mine drainage treatment facility at the Honsaker site in German Township, Fayette County. Previously, on 19-July 2021, the commissioners granted permission for the design. Deed Book Volume 1046 Page 4. Permit No. 26830108 Honsaker Site". (Attached is the agreement for signature by the County  Commissioners)  Approval of the bidding process for Dunlap Creek Park Trail Phases One and Two. Approval of a grant application for Dunlap Creek Park Phase 3 having web application number 10192723 in the amount of $249,000. The county match equates to $37,226.  Total project cost is $286,226.00.  8    Approval of a grant application for the Fayette County Public Defender's Office having grant identification number 44220 in the Pennsylvania Commission on Crime and Delinquency funding program. The amount of grant is TBD, and there is no match  requirement.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Tax Claim  Chief Clerk Revak read the remaining agenda items.  Ar motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda approval of the following Repository Bids opened on May 7, 2024 subject to all conditions being met. Total bid amount is $448.00.  Bidder Paul Kania Jr Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Commissioners  Parcel 34-18-0041  Twp/City/Boro South Union  Amount $448.00  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to  consider placing on the agenda:  Approval of the April 16, 2024 commissioners agenda meeting minutes. Approval of the April 18, 2024 commissioners meeting minutes. Approval of the April 18, 2024 special commissioners meeting minutes.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  9    A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda a resolution relating to section 147F oft the Internal Revenue Code of 1986, as amended, approving a project financing by the Washington County Industrial Development Authority for Chestnut Ridge Counseling Services, Inc. and the issuance by the Authority of its revenue note for such project in the principal  amount of $4,500,000, as attached. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Prior to a vote, Solicitor Purcell said this is similar to what the commissioners did a few months ago for a different site. He said it was supposed to be in South Union Township but now it will be in North Union Township. He said it is a new home for Chestnut Ridge AI motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda approval of the exoneration of all delinquent county taxes, interest, penalties, and costs on parcel 40-01-0090 located at 742 Main Street, Vanderbilt Borough, 15486, as the parcel is now owned by Vanderbilt Borough. Vanderbilt Borough recently acquired the property and is in the process of blight removal sO that it can be placed for sale and returned to the tax rolls.  Counseling Services.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Prior to a vote, Solicitor Purcell and the commissioners said this is a way to remediate A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to The reappointment of Muriel Nuttall to the Go Laurel Highlands Board, with a term to A motion to appoint Tom McKean to the FACT Transportation Executive Committee  the blight when municipalities purchase properties.  consider placing on the agenda: expire June 30, 2025.  with a term to expire on December 31, 2025.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes  10    Motion passed unanimously  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to consider placing on the agenda approval to award RFQ 24-01, as attached, to George Junior Republic of Grove City for a juvenile detention facility at the former jail annex and to authorize County Solicitor Jack Purcell to negotiate a contract for the facility.  Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  Prior to a vote, Commissioner Dunn said there will be a juvenile detention facility at the former jail annex site. He said the company will operate the facility. He said the RFQ was due on May 13 and they were the only company who submitted a proposal. Solicitor Purcell said there is no fiscal impact on the county. Commissioner Dunn said having a local detention facility will help the county. Commissioner Lohr said George Junior Republic is a top notch organization. Solicitor Purcell said eventually it will produce revenue. Commissioner Vicites said the facility was built to be minimum  security.  Public Announcements Fayette County Board vacancies  One vacancy on the Tourism Grant Review Committee.  One vacancy with a term that expires on July 8, 2024 for the Fayette County One vacancy on the Westmoreland Fayette Workforce Investment Board for a member arevak@lyettepa.org or mailed to 61 East Main Street, Uniontown, PA 15401 no later Commissioner Vicites said the transportation committee for the public participation panel meeting will be May 21 from 2 to 4 p.m. in the Gallatin meeting room. He said they are nearing finalization in the Transportation Improvement Plan and it is time to  Redevelopment Authority. in the business sector. than May 30, 2024.  Letters of interest should be emailed to Chief Clerk Amy Revak at  provide public input. Public Comments- None Adjournment adjourn the meeting.  A motion was made by Commissioner Vicites and seconded by Commissioner Lohr to  11    Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously  12    RESOLUTION OF1 THE BOARD OF COMMISSIONERS OF FAYETTE COUNTY FY2020 COMMUNITY DEVELOPMENT BLOCK GRANT DISCRETIONARY PROGRAM FOR FAYETTE COUNTY, PENNSYLVANIAOBO DUNBAR TOWNSHIP WHEREAS, the Pennsylvania Department of Community and Economic Development (DCED) allocated Community Development Block Grant discretionary funds to the County of Fayette and on WHEREAS, the County of Fayette and Dunbar Township have decided that it is in their best interest to make modifications to the FY2020 Community Development Block Grant Discretionary Program to provide additional funding for a sanitary sewer system improvement project in the West  APPROVING MODIFIÇATIONS OFTHE  behalf of Dunbar Township for Fiscal Year 2020; and  Leisenring Area oft the Township; and  WHEREAS, the proposed projects will benefit low- to moderate-income persons; and WHEREAS, the Redevelopment Authority has updated the Citizen Participation Plan in order to comply with the administration of the CDBG Program and that the County of Fayette has met all citizen NOW,THEREFORE, BEI IT RESOLVED, byt the! Board of Commissioners ofi the County of Fayette that the FY2020 Community Development Block Grant Discretionary Program shall be modified as follows:  participation requirements for consideration oft the proposed modifications.  Approved Revised Current Amount 694,000 80,000 86,000  FY-Mod Activity  Action Increased Canceled No Change  Amount 774,000 0 86,000  03J Water/Sewer improvements W.Leisenring Sanitary! Sewer System Improvements Mod1 03J Water/Sewer improvements W.Leisenring Sanitary Sewer System Improvements-lateras Program Administration  FY2020  TOTAL $860,000.00 $860,000.00  BEIT FURTHER RESOLVED that the Redevelopment Authority of the County of Fayette, Pennsylvania is directed to submit toi the Department of Community and Economic Development (DCED) BE IT FURTHER RESOLVED that the updated Citizen Participation Plan is approved in compliance  such documentation: as is necessary for the approval of these modifications.  with CDBG rules and regulations.  II hereby certify that the foregoing resolution is a true and correct copy of a Resolution duly adopted byt the Fayette County Board of Commissioners: at their meeting held the: 16th day of May, 2024.  Chief Clerk  (SEAL)    averhealth  MEMORANDUM OF UNDERSTANDING  This Memorandum of Understanding (hereinafter referred to as "MOU"), effective as of this day of. June 15, 2024 and entered into by Fayette County Adult Probation, PA (hereinafter referred to as "the Agency") and AVERTEST, LLC D/B/A AVERHEALTH (hereinafter referred to as "Provider"), is executed pursuant tot thet terms and conditions set forth herein. In consideration of those mutual undertakings and  covenants, the parties agree as follows: SECTIONI. PURPOSE. AND! SCOPE  1.01 The purpose of this MOU is to provide comprehensive drug testing and technology services. The services shall foster coordination of care and supervision and help clients abstain from substance 1.02 The MOU, as referred to herein, shall mean this document executed by the Agency and Provider, and shall include the Terms and Conditions set forth herein, Attachments A and B described in Sections Ila and IV and attached hereto, and any supplemental agreement or modification entered into between the Agency and Provider, in writing and signed by each Party, after the date of this 1.03 This MOU constitutes the entire agreement between the parties and supersedes all prior agreements, written or verbal, between the Agencyand Providerwith respect to the subject matter hereof. No statements, promises or agreements whatsoever, in writing or verbal, in conflict with the terms of the MOU have been made by the Agency or Provider which in any way modify, vary, alter, enlarge or invalidate any of the provisions and obligations herein stated. This MOU may be amended and modified only in writing signed by both the Agency and Provider.  use and achieve stability within the community.  MOU.  SECTION II. ROLES AND RESPONSIBILITIES  2.01 The Agency shall refer clients for comprehensive drug testing services by entering relevant client 2.02 Provider shall provide services as specified in Attachment A, "Scope of Services", attached hereto  information into Aversys.  and incorporated by reference into this MOU.  SECTION III. TERM  3.01 This MOUis effective for one (1) year terms. A party shall notify the other in writing ofi its intention to renew or not renew this MOU, at least ninety (90) days prior to the expiration of said 3.02 Int thee event of dissatisfaction among the parties, the Providera and the Agency: shall meet to develop ap plan to cure the source of the dissatisfaction. Should the Provider and Agency develop a mutual plan, this MOU: shall remain in effect, but andi in no case: shalle either party terminate this MOUuntil 3.03 This MOU is contingent upon the Agency receiving the necessary funding to cover the obligations ofthe Agency. Ini the eventi that suchi funding is not received or appropriated, the obligations ofthe  term.  at least sixty (60) day following the meeting.  2916 W. Marshall Street, Suite A, Richmond, VA: 23230 I averhealth.com    Agency under the MOU shall cease, and each party shall be released from further performance  under the MOU without any liability to the other party.  SECTIONIV. COMPENSATION  4.01 Provider proposes to furnish all labor, materials and supplies in accordance with the conditions of this MOU necessary to complete the work as defined in Attachment A at the rates set forth in Attachment B, "Service Fees", attached hereto andi incorporated herein. There are no minimum or 4.01.1 Provider pricing is specific tot thei initial year of service, Each: subsequent year of service will 4.01.2 In the event Provider and Agency have agreed on volume-based tiered pricing, Agency acknowledges sample costs may vary monthly. Provider shall adjust sample cost based on  maximum compensation levels for services under this MOU.  incur a 3% pricei increase to the Agency standard panel(s).  the total number of collected samples within each calendar month.  4.02 Provider shall in a reasonable, prompt, and timely fashion submit properly itemized invoice(s) for services performed for which expenses incurred under this MOU are payable by the Agency. The Agency shall pay Provider within thirty (30) days after receipt of such properly itemized invoice(s)  where payment is incurred by and owed by the Agency.  SECTIONV. GENERAL PROVISIONS  5.01 independent Provider. The parties agree that Provider is an independent provider andi is in no way an employee or agent oft the Agency. As such, Provider is not entitled to workers' compensation or any benefit of employment by the Agency. The Agency shall have no control over the performance of this MOU by the Provider or Provider's employees, except to specify the results to be achieved. Provider acknowledges that it is noti insured in any manner by the Agency for any loss of any kind whatsoever. Provider has no authority, express or implied, to bind or obligate the Agency in any 5.02 Necessary Documentation. Provider certifies that it will furnish the Agency, if requested, any and all documentation, certification, authorization, license, permit, or registration required by applicable federal, state and local laws, rules, regulations or ordinances. Provider further certifies that it is now and will remain in good standing with suchg governmental agencies and that it is now and will maintain its license, permit, registration, authorization, or certification, as applicable, in  way.  force during the term of this MOU.  5.03 Confidentiality.  5.03.1 The obligations of this section shall survive the termination of this MOU and shall be applicable to the full extent permissible under statutes governing açcess to public records. Provider understands that the information provided to it or obtained from the Agency during the performance of its services is confidential and may not, without prior written consent of the Agency, be disclosed to any person without receiving permission from the  2916 W. Marshall Street, Suite A, Richmond, VA 23230 I averhealth.com    Agency except to employees or agents of Provider who have a need to know in order to provide the services. Further, Provider's work product generated during the performance of this MOU is confidential to the Agency. Confidential information shall not include information, that: (a) was known by Provider or the Agency at the time it was received; (b) is, as of the time of its disclosure or thereafter becomes, part oft the public domain through as source other than Provider ort the Agency; (c)i isn madel known to Provider or the Agency by at third person who to the knowledge of the Provider or the Agency does not impose any obligation of confidence on Provider or the Agency with respect to such information; (d)i is required to be disclosed pursuant to governmental authority, law, regulation, duly authorized subpoena or Agency order whereupon Provider or the Agency shall provide notice to the other party prior to such disclosure; or (e) information that is independently developed by Provider or the Agency without references to the confidential information. 5.03.2 Provderacknowledges thati iti isa Qualified. Service Organization as defined by 42 C.F.R. Part 2andi that:Oinrecelving, storing and processing, or otherwise dealing witha anyi information from the Agency about clients, iti is fully bound by the provisions of thet federal regulations governing Confidentiality of Alcohol and Drug Abuse Patient Records, 42 C.F.R. Part 2; (ii) any client information it receives from the Agency that is protected by 42 C.F.R. Part2i is subject to protections that prohibit the Provider from disclosing such information to agents or subcontractors without the specific written consent of the client; and (ii) ifnecessary, will resist inj judicial proceedings any efforts to obtain access to client information except tas 5.03.3 Provider acknowledges that: : (i) in receiving, storing and processing, or otherwise dealing with any information from the Agency about clients, iti is fully bound by the provisions of the federalregulations governing Privacy of Individually Identifiable Health Information, 45 C.F.R. Parts 160 and 164; (i) any client information it receives from the Agency that is protected by 450 C.F.R. Parts 160a and 164i is subject to protections that prohibit the Provider from disclosing such information to agents or subcontractors without the specific written consent of the client; and (i) if necessary, will resist inj judicial proceedings any efforts to obtain access to client information except as otherwise permitted by 45C.F.RF Parts 160and 5.03.4 Provider shall not, under any circumstances, release information provided to it by, oro on behalf of, the Agency that is required to be kept confidential by the Agency except as  otherwise permitted by 42 C.F.R. Part2.  164.  contemplated by Section! 5.03.1(d), above.  5.04 Records; Audit. Provider shall maintain books, records, documents and other evidence directly pertinent to performance of services under this MOU. Provider shall make such materials available, at its offices at all reasonable times during the MOU period andi fora a period oft three (3) years from the date off final payment under this MOU, fori inspection byt the Agency or any other authorized representative of the Agency. Copies thereof, if requested, shall be furnished at no 5.05 Insurance. Provider agrees to obtain and keep in force during its acts under this MOU a comprehensive general liability insurance policy in the minimum amount of $1,000,000 and  cost to the Agency.  2916 W. Marshall Street, Suite A, Richmond, VA: 23230 Ia averhealth.com    51,000,000/personal injury and a professional liability insurance in the minimum amount of $1,000,000, which shall name and protect Provider; Provider's officers, agents, and employees; the Agency; and the officers, agents, and employees of the Agency from and against all claims, losses, actions, and judgments for damages or injury to persons or property arising out of or in connection with the acts or omissions of Provider. Certificates of Insurance, naming the Agency as an "additional insured," showing such coverage then in force (but not less than the amount shownabove) shall bet filed with the Agency within thirty (30) days oft this Agreement. 5.06 Indemnification. Provider agrees to indemnify, defend, and hold harmless the Agency, and its directors, officers, agents, officials, representatives, and employees from and against any and all demands, claims, losses, actions, causes of action, judgments and liens arising out of or in connection with the acts and/ora any performances, omissions, activities, or breach of Provider or any of its officers, agents, employees or subcontractors. Such indemnity shall include attorney's fees and all costs and other expenses arising therefrom or incurred in connection therewith and shall not bel limited by reason of the enumeration ofanyi insurance coverage required herein. The Provider shall be relieved of itsi indemnification obligation1 to the extent anyi injury,damage, death 5.07 Non-discrimination. Provider and its officers, agents, employees, and subcontractors shall not discriminate against any employee or applicant for employment to be employed in the performance of this MOU, with respect to her or his hire, tenure, terms, conditions, or privileges ofe employment, or any matter directly or indirectly related to employment, because of her or his race, sex, religion, color, national origin, ancestry, age, disability, or United: States military service 5.08 Conflict of Interest. Provider certifies and warrants to the Agency that neither it nor any of its officers, agents, employees, or subcontractors who will participate in the performance of any services required by this MOU has or willl have any conflict ofi interest, direct or indirect, with the 5.09 Force Majeure. Int the event that either partyi is unable to perform any ofi its obligations under this MOU-ort to enjoyanyofi itsl benefits- because off fire, explosion, power blackout, natural disaster, strike, embargo, labor disputes, war, terrorism, riots, acts of God, acts or decrees of governmental bodies or other causes beyond such party's reasonable control (hereinafter referred to as Force Majeure Event), the party who has been sO affected shall immediately give notice to the other and shall take commercially reasonable actions to resume performance. Upon receipt of such notice, all obligations under this MOU shall immediately be suspended except for payment obligations with respect to service already provided. If the period of nonperformance exceeds sixty (60) days from the receipt of the Force Majeure Event, the party whose ability to perform has not been so affected may, by giving written notice, terminate this MOU.  or loss is attributable to the acts or omissions of the Agency.  veteran status.  Agency.  5.10 Applicable Laws; Forum.  5.10.1 Provider agrees to comply with all applicable federal, state and local laws, rules, regulations or ordinances, and all provisions required thereby to bei included ini this MOU are hereby incorporated by reference. This includes, buti is not limited to, the Federal Civil  2916 W. Marshall Street, Suite A, Riçhmond, VA: 23230 la averhealth.com    Rights Act of 1964 and, ifapplicable, the Drug-Free Workplace Act of1988. The enactment of any state or federal statute or the promulgation of regulations thereunder after execution of this MOU shall be reviewed by the Agency and Provider to determine 5.10.2 This MOU: shall be construed in accordance with the laws of the: state where services are provided. Venue for any dispute arising under this MOU shall be in state and county  whether the provisions of the MOU require formal modification.  where the Agency is located.  5.11 Severability. If any provision of this MOU is held to be invalid, illegal, or unenforceable by a Agency of competent jurisdiction, the provision shall be: stricken, and all other provisions of this MOUwhich can operate independently ofs suchs stricken provisions shall continue infullf force and 5.12 Successors and Assigns. Except as otherwise provided herein, Provider. shall not assign, sublet or transfer its interest in this MOU without the written consent of the Agency; provided, however, the Provider may freely assign this MOUtoa a subsidiary or affiliated entityo ofthe Provider. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of 5.13 Authority: to Bind Provider. Notwithstanding anything int this MOU to the contrary, thes signatory for Provider represents that he/she has been duly authorized to execute agreements on behalf of Provider and has obtained all necessary or applicable approval to make this MOU fully binding upon Providerwhen his/her signature is affixed and accepted by the Agency.  effect.  the Agency or the Provider.  5.14 Debarment and Suspension  5.14.1 Provider certifies, by enteringi into this MOU, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from or ineligible for participation in any Federal assistance program by any Federal Agency or Agency, or by any state orl local Agency, Agency orp politicalsubdivision. The term "principal" for purposes oft this MOUmeans an officer, director, owner,partner, key employee, or other person with primary management or upenvioyteponsble, ora person who has a critical influence on or substantive control over the operations of 5.14.2 Provider shall not subcontract with any party which is debarred or suspended or is otherwise excluded from ori ineligible for participation in any Federal assistance programs by any Federal Agency or Agency, or by any state or local Agency, Agency or political  Provider.  subdivision.  5.15 Compliance With E-Verify Program. Provider shall enroll in and verify the work eligibility status of all newly hired employees of Provider through the E-Verify Program ("Program"). Provider is not required to verify the work eligibility: status ofa all newlyl hired employeesthrough the Program if_the Program no longer exists. Provider shall not knowingly employ or contract with an  2916 W. Marshall Street, Suite A, Richmond, VA 23230 I averhealth.com    unauthorized alien or retain an employee or contract with a person that Provider subsequently  learns is an unauthorized alien.  5.16 Signature. Signatures may be executed in counterparts and by facsimile or electronic form. 5.17 Survival. Notwithstanding any other provision of this MOU, the provisions of paragraph 5.04 "Records" of this MOU" shall survive the expiration, cancellation or termination of this MOU. 5.18 Mutual Drafting. The Agency and Provider agree that this MOU has been mutually drafted and authored by the Agency and the Provider and thati its shall not be construed against any one party. IN WITNESS WHEREOF, the parties hereto have executed this MOU on the dates subscribed on the next  page.  2916W Marshall! Street, Suite. A, Richmond, VA: 23230 la averhealth.com    Fayette County Adult Probation, PA  AVERTEST,LICD/B/AAVERHEALTH  By: Name: Title: Date:  By: Mark. Johnson Chief Executive Officer Date:  2916W. Marshall Street, Suite A, Richmond, VA 23230 I averhealth.com    COUNTY OFFAYETTE RESOLUTIONNO.  AUTHORIZING ACTIONS OF PROFESSIONALS BANK IN CALENDAR YEAR: 2024  AND. APPROVING PROJECTS TO: BE FINANCED BYI FAYETTE COUNTY INFRASTRUCTURE WHEREAS, the County ofFayette (the "County") previously authorized al loan financing program offering reduced interest rate loans toi municipal entities ini the County for qualified municipal infrastructure projects designated as the "Fayette County Infrastructure Bank Program" (the "FCIB Program" ); and WHEREAS, thel FCIB funding opportunities were offered by the County in 2022 and 2023; and WHEREAS, the Board of County Commissioners and the Advisory Board have identified several projects fori inclusion int thel FCIB funding opportunity for calendar year 2024 (the "2024] FCIB: Program"); and WHEREAS, the Board of County Commissioners desires to approve thej projects identified: in Exhibit WHEREAS, the Board of County Commissioners of the County desires to begin the process for acquiring the moneys necessary toi fund the 2024 FCIBI Projects and the financing costs related thereto; and WHEREAS, the Board of County Commissioners of the County deems it advisable to solicit proposals for a general obligation note (the "2024 FCIB Note") from banks and financial institutions in order to achieve the financing oft the 2024. FCIB Projects and the financing costs related thereto; and WHEREAS, the Board of County Commissioners of the County recognizes the need to authorize the County's administration to cooperate with certain appointed professionals in connection with the WHEREAS, the Board of County Commissioners of the County recognizes the need to authorize the County'sa appointed professionals to take certain actions required for (i) thei financing oft the 20241 FCIB NOW, THEREFORE, BEI ITI RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS  Al hereto (the "2024 FCIB Projects") for inclusion int the 2024 FCIB Program; and  structuring, marketing, approving andi issuing oft the 2024 FCIB: Note; and  Projects and (ii) the issuing oft the 20241 FCIB Note. OF THE COUNTY OF FAYETTE. AS FOLLOWS:  1.  Approval of 2024 FCIB Projects. The County hereby approves the projects detailed in  Exhibit Al hereto and authorizes theirinclusion in the 20241 FCIB Program, with thet understanding that some or all the authorized applicants have the option to decline participation in the 2024 FCIB Program. Additionally, the County hereby directs the Advisory Board to issue letters of approval to the applicants detailed in Exhibit A, inviting said applicants toj participate in the 2024 FCIB Program. 2. Actions of] Professionals. The County hereby directs the Advisory Board and appropriate County officers and employees to work with Stifel, Nicolaus & Company, Incorporated as placement agent (the Placement. Agent") and Dinsmore & ShohlLLP, as note counsel("Note Counsel"), in connection with the structuring, marketing and issuing oft the 2024 FCIB Note, provided that final approval ofa financing requires formal Board of County Commissioners approval. Additionally, the Board of County Commissioners authorizes (i) thel Placement. Agent to solicit proposals from banks and financial institutions fort the 2024E FCIB Note, (ii)) Note Counsel tot take such actions as may be required toj prepare the proceeding  #43222512vl    for the approving oft the 2024 FCIB Note as required by the Local Government Unit Debt Act (including, specifically, the publishing of required notices) and (iii) Herbert, Rowland & Grubic, Inc. and Community Networking Resources, LLC to continue providing administration of the 2024) FCIB Program.  3.  Effective Date. This Resolution shall take effect immediately.  [Signature blocks on next] page]  #43222512v1    DULY ADOPTED this 16th day ofMay, 2024 by thel Board of County Commissioners of  the County of Fayette, in lawful session duly assembled.  COUNTY OF FAYETTE  [SEAL]  By:  Name: Scott Dunn  Title: Chairman, Board ofCommissioners  Attest: By:  By:  Name: Amy Revak Title: ChiefClerk  Name: Vincent A. Vicites Title: Vice-Chairman  By:  Name: Dave Lohr Title: Secretary  #43222512v1    Exhibit A  Brief] Description of2 20241 FCIBI Projects  Applicant  Estimated Project Budget Amount*  Brief Project Description  Albert Gallatin Municipal $125,000 Authority Brownsville Municipal Authority  Replacement of1 line from Morris Crossroads south along Various system-wide upgrades, including, but not limited to, replacement of sewer collection system, new manholes, upgrades to pump stations A and B, and improvements to SCADA system ands software. Various capital improvements, including, but notl limited to, 3 Phase Plan to improve Greenwood Heights and Phase 1j plumbing improvements. Porter Hilll Reservoir upgrade project.  119 (approximately 41 miles).  $630,000  Connellsville Housing Authority North Fayette Water Municipal Authority  $1,734,204 $1,640,160  *Project amounts are estimated and do not include related costs of financing the FCIB Note, The County acknowledges and: agrees that amounts borrowed under the FCIBI Note will exceed the Project amounts described in  this Exhibit. A.  #43222512v1    RESOLUTION OF' THE BOARD OF COMMISSIONERS OF FAYETTE COUNTY, PENNSYLVANIA AUTHORIZING ELECTED OFFICIAL APPROVAL  Al RESOLUTION RELATING TO SECTION 147(f) OF THE: INTERNAL REVENUE CODE OF 1986, AS AMENDED, APPROVING. Al PROJECT FINANCING BY THE WASHINGTON COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY FOR CHESTNUT RIDGE COUNSELING SERVICES, INC. AND THE ISSUANCE BY THE AUTHORITY OF ITS REVENUE NOTE. FOR SUCH PROJECT IN THE PRINCIPAL AMOUNT OF $4,500,000 WHEREAS, the Washington County Industrial Development Authority (the "Authority") exists under the Pennsylvania Industrial and Commercial Development Authority Law of1967, approved August 23, 1967, P.L. 251, as amended, and now known as the Economic Development Financing Law, approved December 17, 1993, P.L. 490, as amended (the "Act"); WHEREAS, on April 25, 2024, the Authority authorized a project financing for Chestnut Ridge Counseling Services, Inc. (the "Borrower") consisting ofthe Authority issuing a tax- exempt notei in ai maximum principal amount not to exceed $4,500,000 (the "Note") to financea project consisting of(a) the acquisition by the Borrower ofthe property located at 1321 Connellsville Road (Parcel # 25-34-000601), 1323 Connellsville Road (Parcel # 25-34-0007) and on Connellsville Street (25-34-000603), North Union Township, Fayette County, Pennsylvania and the renovation oft the two-story office building, strip mall and garages and other improvements thereon by the Borrower fori its use as the Borrower'sa administrative offices, and for its operations and counselling programs, and (b) thej payment of certain issuance and  and  transaction costs (the "Project"); and  WHEREAS, the Project will bei financed by the Authority by the issuance ofits Revenue WHEREAS, the Project, located at 1321 Connellsville Road, 1323 Connellsville Road and at an adjoining property on Connellsville Street, North Union Township, Fayette County, WHEREAS, Section 147(f) oft the Internal Revenue Code of1986, as amended (the "Code"), requires that an issue of private activity bonds, such as the Note, be approved by the applicable elected representative oft the governmental unit in which the Project being financed is located, after aj public hearing following reasonable public notice; and  Note in the principal amount of$4,500,000; and  Pennsylvania will be owned by the Borrower; and  WHEREAS, a duly advertised public hearing in accordance with such Section 147(f) of the Code was held on April 30, 2024 at 10:00 a.m. and minutes ofs such publicl hearing reflecting the substance oft the comments received, ifany, have been made available in connection with this WHEREAS, the. Authority requests the approval oft thel Board of Commissioners as the elected officials of the governmental unit in which the! Project being financed is located in  approval; and  accordance with such Section 147(f) of the Code; and  ClarkHill9639433943388/6277143992.v1-5/1/24    WHEREAS, neither the faith or credit oft the. Authority nor the faith, credit, or taxing  power oft the County of Fayette are pledged to support payment ofthel Note.  NOW, THEREFORE, BE. IT RESOLVED THAT:  The County, in satisfaction oft the public approval requirements oft the Code, hereby approves the issuance oft the Note by the Authority for the Project and authorizes the Chairman oft the Board of Commissioners to execute and deliver an approval oft the applicable elected representative evidencing the samej pursuant to Section 147(f) oft the Code.  Adopted by the majority ofa quorum oft the Board of Commissioners oft the County of  Washington on this 16th day ofMarch, 2024.  FAYETTE COUNTY BOARD OF COMMISSIONERS  ATTEST:  By:  Chief Clerk  Scott) Dunn, Chairman  By:  Vincent A. Vicites, Vice Chairman  APPROVED AS TO FORM AND LEGALITY:  By:  Davel Lohr, Secretary  Fayette County Solicitor  #2335070.v1  Cla:*#196394335816.2774892v1s124