Contract Preparation and Execution

Intent

To describe how a contract is prepared and executed.

Policy

Standard Templates

Upon selection of a contractor, the contract will be drafted using one of PDD program’s standard formats:

  • Service Provider Agreement;
  • Family Managed Service Agreement;
  • Memorandum of Agreement;
  • Letter of Agreement;
  • Special purpose contract.

Legal Identity and Signing Authorization

Before a contract is prepared, the legal status of the contractor must be verified (i.e. whether the contractor is a corporation, a partnership, a professional corporation or an individual). If other than an individual, the PDD Program staff will determine that the entity is in good standing by obtaining the entity’s most recent registration documentation. A correctly named and active legal entity is important for insurance purposes, possible third party claims and any future legal action.

The legal name used in the contract is the only vendor name to which all payments will be issued.

Significant Standard Terms and Conditions

Contracts contain numerous terms and conditions designed to administer the contract and to protect the PDD Program from loss.

Some of the more significant contract considerations are discussed below:

Insurance

The PDD Program contract formats include insurance requirements that have been drafted and recommended by Alberta Finance and Enterprise, Risk Management and Insurance. The insurance provisions are intended to ensure that the contractor can pay for any third party claims arising from performance of the contract.

Insurance protects innocent third parties who may suffer damages due to actions of the contractor. Insurance also protects the contractor by ensuring they can respond to claims without the risk of being bankrupted.

All contractors providing a professional service (for example, accounting, engineering or medical services) must, in addition to general liability insurance, be required to carry Errors and Omissions insurance of at least $1,000,000. This insurance provides coverage for liability arising out of a professional’s error or omission. If the contractor is part of a professional association, coverage for error or omission is likely part of the contractor’s professional liability insurance. Such coverage will be confirmed by the contract manager.

Workers’ Compensation

Some types of services being contracted can be exempted from Workers’ Compensation Board (WCB) requirements (see a list of exempted industries).

Indemnity

The standard “hold harmless” provision must be included in all contracts to protect the PDD Program in the event a contractor’s negligence or other action causes injury to a third party or damages the property of a third party.

Ownership of Work

The Government of Alberta’s general position is that intellectual property developed, and information and documents produced by the contractor, under the provisions of a contract, become the property of the government. There are however, situations when the standard “Ownership of Work” clause is not appropriate. If changes are contemplated to this clause, consultations must occur with the PDD Community Board.

Accreditation

The contracted service provider must obtain and maintain its accreditation at least every three years through Alberta Council of Disability Services (ACDS) Creating Excellence Together (CET). The CET standards measure quality of service, organization, governance, and operational effectiveness and how these factors impact clients' reporting on quality of life.

The contract allows a contractor to apply for an exemption from accreditation for up to one survey cycle. Information on the exemption process is available on the ACDS website.

Laws

The contractor is obligated to follow all the laws of Alberta and to oversee this responsibility for any permitted subcontractors.

Records Management

Records and information relating to an Individual receiving service and that are collected or created under this contract are subject to the Freedom of Information and Protection of Privacy Act and the Records Management Regulation.

Further, the Government of Alberta has a long standing draft Policy for Protection of Personal Information in Information Technology Outsource Contracts, which requires records containing personal information be stored in Canada, preferably in Alberta. Similarly, the Office of the Information and Privacy Commissioner has developed recommendations for public bodies to follow regarding outsourcing. This includes ensuring that a public body has a template or checklist in place to ensure that an outsource provider has proper contractual and administrative mechanisms in place for the protection of information; and that public bodies should consider a provider's physical location as a factor. “We should keep as much information as possible in Alberta. If there is no provider in Alberta the next logical step is to keep the information in Canada” (News release) .

Contractors must follow the Individual File Standard to maintain records and information relating to an Individual receiving service: Individual File Standard – Record Management.

Schedules

Schedules are attached to a contract and referred to in the body of the contract. Schedule A provides a description of services and Schedule B is the monthly invoice.

Legislative Authority

Created: 2013-08-16
Modified: 2015-02-25
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