No preview available
HomeMy WebLinkAboutHR First Responder Counseling Services 2024AGREEMENT FOR PROFESSIONAL SERVICES BY AND BETWEEN THE CITY OF SAN RAFAEL AND PUBLIC SAFETY FAMILY COUNSELING GROUP, INC. FOR FIRST RESPONDER COUNSELING SERVICES This Agreement is made and entered into as of 08/11/24 (the "Effective Date"), by and between the CITY OF SAN RAFAEL, a chartered California municipal corporation (hereinafter "CITY"), and PUBLIC SAFETY FAMILY COUNSELING GROUP, INC., a California corporation (hereinafter "CONSULTANT"). CITY and CONSULTANT may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement." RECITALS A. CITY desires to secure professional services more fully described in this Agreement, at Exhibit A, entitled "SCOPE OF SERVICES"; and B. CONSULTANT represents that it, and its subcontractors, if any, have the professional qualifications, expertise, and necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of CITY; and C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for. NOW, THEREFORE, the parties hereby agree as follows: AGREEMENT 1. SERVICES TO BE PROVIDED. Except as otherwise may be expressly specified in this Agreement, CONSULTANT shall furnish all technical and professional services, including labor, material, equipment, transportation, supervision and expertise (collectively referred to as "Services") to satisfactorily complete the work required by CITY at its sole risk and expense. Services to be provided to CITY are more fully described in Exhibit A entitled "SCOPE OF SERVICES." CONSULTANT acknowledges that the execution of this Agreement by CITY is predicated upon representations made by CONSULTANT in that certain proposal, dated July 1, 2024 ("Proposal"), set forth in Exhibit A, which constitutes the basis for this Agreement. 2. COMPENSATION. In consideration for CONSULTANT's complete performance of Services, CITY shall pay CONSULTANT for all materials provided and services rendered by CONSULTANT on a fixed Rev 08 22 fee basis for the Base Services and at the unit rates and rates per hour for labor for the Additional Services, as set forth in Exhibit A, for a total amount not to exceed $220,000. CONSULTANT will bill City on a monthly basis for Services provided by CONSULTANT during the preceding month, subject to verification by CITY. CITY will pay CONSULTANT within thirty (30) days of City's receipt of invoice. 3. TERM OF AGREEMENT Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on July 1, 2024 and terminate on June 30, 2028. 4. PROJECT COORDINATION. A. CITY'S Project Manager. The Human Resources Director is hereby designated the PROJECT MANAGER for the CITY and said PROJECT MANAGER shall supervise all aspects of the progress and execution of this Agreement. B. CONSULTANT'S Project Director. CONSULTANT shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this Agreement for CONSULTANT. Scott Dansie is hereby designated as the PROJECT DIRECTOR for CONSULTANT. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute PROJECT DIRECTOR, for any reason, the CONSULTANT shall notify the CITY within ten (10) business days of the substitution. 5. TERMINATION. A. Discretionary. Either party may terminate this Agreement without cause upon thirty (30) days written notice mailed or personally delivered to the other party. B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days written notice mailed or personally delivered to the other party, and the notified parry's failure to cure or correct the cause of the termination, to the reasonable satisfaction of the party giving such notice, within such fifteen (15) day time period. C. Effect of Termination. Upon receipt of notice of termination, neither party shall incur additional obligations under any provision of this Agreement without the prior written consent of the other. D. Return of Documents. Upon termination, any and all CITY documents or materials provided to CONSULTANT and any and all of CONSULTANT's documents and materials prepared for or relating to the performance of its duties under this Agreement, shall be delivered to CITY as soon as possible, but not later than thirty (30) days after termination. OWNERSHIP OF DOCUMENTS. The written documents and materials prepared by the CONSULTANT in connection with the performance of its duties under this Agreement, shall be the sole property of CITY. CITY may use said property for any purpose, including projects not contemplated by this Agreement. 7. INSPECTION AND AUDIT. Upon reasonable notice, CONSULTANT shall make available to CITY, or its agent, for inspection and audit, all documents and materials maintained by CONSULTANT in connection with its performance of its duties under this Agreement. CONSULTANT shall fully cooperate with CITY or its agent in any such audit or inspection. 8. ASSIGNABILITY. The parties agree that they shall not assign or transfer any interest in this Agreement nor the performance of any of their respective obligations hereunder, without the prior written consent of the other party, and any attempt to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect. 9. INSURANCE REQUIREMENTS. During the term of this Agreement, and for any time period set forth in Exhibit 13. CONSULTANT shall procure and maintain in full force and effect, at no cost to CITY insurance policies with respect to employees and vehicles assigned to the performance of Services under this Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in Exhibit B. 10. fNDEMNIFICATION. A. Except as otherwise provided in subparagraph B of this section, CONSULTANT shall, to the fullest extent permitted by law, indemnify, release, defend with counsel approved by CITY, and hold harmless CITY, its officers, agents, employees and volunteers (collectively, the "City Indemnitees"), from and against any claim, demand, suit, judgment, loss, liability or expense of any kind, including but not limited to attorney's fees, expert fees and all other costs and fees of litigation, (collectively "CLAIMS"), arising out of CONSULTANT'S performance of its obligations or conduct of its operations under this Agreement. The CONSULTANT's obligations apply regardless of whether or not a liability is caused or contributed to by the active or passive negligence of the City Indemnitees. However, to the extent that liability is caused by the active negligence or willful misconduct of the City Indemnitees, the CONSULTANT's indemnification obligation shall be reduced in proportion to the City Indemnitees' share of liability for the active negligence or willful misconduct. In addition, the acceptance or approval of the CONSULTANT's work or work product by the CITY or any of its directors, officers or employees shall not relieve or reduce the CONSULTANT's indemnification obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from CONSULTANT'S performance of or operations under this Agreement, v 08 22 CONSULTANT shall provide a defense to the City Indemnitees or at CITY'S option reimburse the City Indemnitees their costs of defense, including reasonable attorneys' fees, incurred in defense of such claims. B. Where the services to be provided by CONSULTANT under this Agreement are design professional services to be performed by a design professional as that term is defined under Civil Code Section 2782.8, then, to the extent permitted by law including without limitation, Civil Code sections 2782, 2782.6 and 2782.8, CONSULTANT shall indemnify and hold harmless the CITY and its officers, officials, and employees (collectively City Indemnitees) from and against damages, liabilities or costs (including incidental damages, Court costs, reasonable attorney's fees as may be determined by the Court, litigation expenses and fees of expert witnesses incurred in connection therewith and costs of investigation) to the extent they are caused by the negligence, recklessness, or willful misconduct of CONSULTANT, or any subconsultants, or subcontractor or anyone directly or indirectly employed by them, or anyone for whom they are legally liable (collectively Liabilities). Such obligation to hold harmless and indemnify any indemnity shall not apply to the extent that such Liabilities are caused in part by the negligence or willful misconduct of such City Indemnitee. C. The defense and indemnification obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement, and shall survive the termination or completion of this Agreement for the full period of time allowed by law. 11. NONDISCRIMINATION. CONSULTANT shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related to the performance of its duties and obligations under this Agreement. 12. COMPLIANCE WITH ALL LAWS. CONSULTANT shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Agreement. CONSULTANT shall perform all services under this Agreement in accordance with these laws, ordinances, codes and regulations. CONSULTANT shall release, defend, indemnify and hold harmless CITY, its officers, agents and employees from any and all damages, liabilities, penalties, fines and all other consequences from any noncompliance or violation of any laws, ordinances, codes or regulations. 13. NO THIRD PARTY BENEFICIARIES. CITY and CONSULTANT do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. v 08 22 4 14. NOTICES. All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: To CITY's Project Manager: Marissa Sanchez, Human Resources Director 1400 Fifth Avenue San Rafael, CA 94901 15. INDEPENDENT CONTRACTOR. To CONSULTANT's Project Director: Scott Dansie, Operations Manager/Consultant 3381 Walnut Blvd., Suite 210 Brentwood, CA 94513 For the purposes, and for the duration, of this Agreement, CONSULTANT, its officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the CITY. CONSULTANT and CITY expressly intend and agree that the status of CONSULTANT, its officers, agents and employees be that of an Independent Contractor and not that of an employee of CITY. 16. ENTIRE AGREEMENT -- AMENDMENTS. A. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. B. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the CONSULTANT and the CITY. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. D. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by the CONSULTANT and the CITY. E. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. 17. SET-OFF AGAINST DEBTS. CONSULTANT agrees that CITY may deduct from any payment due to CONSULTANT under this Agreement, any monies which CONSULTANT owes CITY under any ordinance, v 08 22 5 agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts. 18. WAIVERS. The waiver by either party of any breach or violation of any tern, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant ofthis Agreement or any applicable law, ordinance or regulation. 19. COSTS AND ATTORNEY'S FEES. The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs (including claims administration) and attorney's fees expended in connection with such action. 20. CITY BUSINESS LICENSE / OTHER TAXES. CONSULTANT shall obtain and maintain during the duration of this Agreement, a CITY business license as required by the San Rafael Municipal Code, and CONSULTANT shall pay any and all state and federal taxes and any other applicable taxes. CITY shall not be required to pay for any work performed under this Agreement, until CONSULTANT has provided CITY with a completed Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and Certification). 21. SURVIVAL OF TERMS. Any terms of this Agreement that by their nature extend beyond the term (or termination) of this Agreement shall remain in effect until fulfilled and shall apply to both Parties' respective successors and assigns. 22. APPLICABLE LAW. The laws of the State of California shall govern this Agreement. 23. COUNTERPARTS AND ELECTRONIC SIGNATURE. This Agreement may be executed by electronic signature and in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one document. Counterpart signature pages may be delivered by telecopier, email or other means of electronic transmission. v 08 22 6 [Signatures are on the following page. ] � 08 22 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL: CRISTINE ALILOVICH, City Manager APPROVED AS TO FORM: Office of the City Attorney a.,..Ra6'.taufta By: ROBERT F. EPSTEIN, City Attorney ATTEST: City Clerk LINDSAY LARA, City Clerk 8 CONSULTANT: Public Safety Family Counseling Gro By: Eli-th DIIS11 ll, D2419:56COT) Name: Elizaeth Dansie Title: Owner, CEO [If CONSULTANT is a corporation, add signature of second corporate officer] Public Safety Family Counseling Gro By: -L, Name: Elisa Hughes Title: Owner, Vice President EXHIBIT A SCOPE OF SERVICES The Services to be performed for CITY by CONSULTANT under this Agreement are more fully described in CONSULTANT's proposal, which is attached to this Exhibit A. Rev 08 22 A-1 Public Safety Family Counseling Group, INC. Exhibit A — Scope of Services and Compensation Revised for July 1, 2024 SCOPE OF SERVICES The primary purpose of this service contract is the on -going support of a peer support team and Critical Incident Stress Management (CISM) program while providing 24/7/365 program response and support services to the City of San Rafael Police and Fire Departments (City) and their employees. BASE SERVICES 1. 24/7 On-Call/Standby Availability 1.1. Consultant will be available 24 hours a day, 7 days a week for Crisis Response and Stabilization Services for City and City's personnel. 2. Crisis Response and Stabilization services. Such services may include, but are not limited to critical incident stress debriefings, crisis management briefings, on -site response, crisis intervention, and in person consultation as necessary following extraordinary events encountered by City's personnel or impacting the performance of City personnel's duties. 2.1. Crisis Response and Stabilization Services may be rendered at City's offices, in the field, at Consultant's offices, or virtually as approved by Consultant. 2.2. In the event that Consultant is requested to respond to an active scene or incident, City personnel shall accompany Consultant when requested. 3. Individual Crisis Stabilization and Counseling Services 3.1. Consultant will provide Individual Crisis Stabilization and Counseling Services as requested for City personnel, including 24/7 availability as needed. 3.2. Consultant will provide first responder specialized support and short-term individual crisis intervention and, as necessary, appropriate professional referrals to City's employee assistance program or other suitable venue when indicated. 3.2.1. Short-term individual crisis intervention is defined as up to five (5) one-on-one crisis intervention sessions per quarter without the need for referral or authorization from City. Such sessions may be provided either in -person at Consultant's offices or virtually. 3.2.2. In the event that an employee requires more than five (5) hours of service per quarter, the City employee seeking service shall obtain written authorization in advance from City or authorize Consultant to contact City on behalf of the affected employee. The authorization process shall not require Consultant to disclose of the affected employee's crisis or other HIPAA information without the employee's consent. 3.2.3. Referrals to third party services such as employee assistance programs, outside wellness training, or recovery/treatment retreats are not covered under this Agreement and are subject to other agreements between City and the third -party provider. 4. Telephone, email, and virtual Consultations 4.1. Expert collaboration with City Personnel regarding issues related to Critical Incident Stress, crisis intervention, education needs, organizational matters, and other psychological services as requested. 4.2. Provide on -going consultation to the City's Peer Support Team on topics including, but not limited to, program development, team selection, and team operations. 4.3. Consult with City Personnel regarding critical incident stress management support education services for line, supervisory, and management staff as requested. 4.4. Unlimited telephone, email, and virtual consultations are provided as "Base Services" under this agreement. 5. Peer Support Team Member Services 5.1. Consultant will provide two, one-on-one check -in appointments per year for each peer support team member, coordinator, and liaisons for the purpose of fostering professional wellness in their assigned role and to support positive wellness habits. 6. Training Services 6.1. In -House Training Services 6.1.1. Upon request, Consultant will conduct up to 30 hours of in-house training for City personnel. Training is intended to be a joint effort between City's Fire and Police Departments; however, it is incumbent on City to coordinate scheduling and attendance of their personnel. 6.1.2. Training will be presented at City facilities and may be open to outside agencies upon City's request with Consultant approval. 6.1.3. Training under this clause must occur within the one-year contract term and is subject to availability. No refund or discount will be extended for unused training hours. 6.2. Regional Peer Support Continuing Education Training 6.2.1. Participation in Regional Peer Support Continuing Education Training for all City designated liaisons, coordinators, and peers is included as a Base Service. 6.2.2. Participating agencies share a rotating responsibility for hosting Regional Peer Support and Coordinator Meetings. Responsibility for hosting said trainings and meetings is split among participating agencies on a rotating basis. 6.2.3. Regional training may be offered in person or via a virtual electronic platform. 6.3. Peer Led Briefing Trainings 6.3.1. Consultant shall design and supply one 15-minute training program designed to be presented by peer support team members during briefing or other short format gatherings. These training programs shall be designed to enhance resiliency, increase mental wellness, and/or address specific problems within the agency or industry as a whole (i.e., healthy alcohol consumption, dealing with personal crisis, available CISM resources). 7. Meetings 7.1. Consultant will help facilitate and attend peer support team meetings exclusively for City's peer support team members. Said meetings shall be set up by a Peer Support Team Coordinator or Liaison and should occur once per quarter. These meetings may be held/attended in -person or virtually. 7.2. Consultant will help facilitate and attend a monthly peer support team coordinator and liaison meeting. Said meetings shall be set up by a peer support team coordinator or liaison. These meetings may be held/attended in -person or virtually. 7.3. Consultant shall attend Command Staff meetings as requested for the purpose of discussing and making recommendations as to CISM and peer support program needs and goals. 8. Policy Development and Review 8.1. Consultant will supply City with a Sample Peer Support Policy and assist City personnel with review and recommendations for creating a comprehensive Peer Support Team and CISM Policy upon request. 8.2. City shall have their own City Attorney and/or risk manager review any recommended policy prior to implementation. City is responsible for ensuring that any proposed policy is compliant with city, state, and federal law. 9. When City requests services to be rendered onsite, City shall make suitable space available to Consultant. When suitable space is not available, City shall make other location arrangements appropriate for the services to be rendered. 10. When Consultant is unavailable or unable to render services as indicated above, Consultant shall make necessary arrangements for referral to appropriate mental health professionals for coverage and make contact information available to City personnel. 11. Consultant shall not be responsible for computer, video, audio, or other technological needs for City or City's personnel to attend training or access services. ADDITIONAL SERVICES 1. Additional Individual Crisis Stabilization and Counselling Services 1. The City may elect to authorize additional Individual Crisis Stabilization and Counselling Services for impacted employees (beyond the 5 session per quarter afforded under section 2) on a case -by -case basis. 2. Additional Training and Meeting Services 2.1. Consultant may provide Critical Incident Stress Management or other training services within Consultant's scope of practice for line, supervisory, and management staff as requested by City. 2.1.1. Training requests must be submitted at least 90 days in advance. 2.2. Consultant may provide or attend additional meetings or other gatherings beyond those outlined above as requested by City. COMPENSATION 1. The first term of this Agreement shall be 12 months running from July 1, 2024, through June 30, 2025. 1.1. Additional renewal terms of this Agreement shall run from July 1 through June 30 following a fiscal year calendar. 1.1.1. A 5% fee increase shall be incorporated into the base and hourly fees listed herein beginning July 1, 2025, and every other year thereafter (2027, 2029, etc.), along the following schedule: FY 2025 (7/2024 - 6/2025) $50,000 FY 2026 (7/2025 - 6/2026) $52,500 FY 2027 (7/2026 - 6/2027) $52,500 FY2028 (7/2027 - 6/2028) $55,125 1.2. A not to exceed limit for base and hourly fees for the duration of the agreement is set at $220, 000. 1.3. This agreement shall remain in effect until June 30, 2028. Before termination of this agreement, both parties will review terms and conditions and may reenter into agreement. 2. City shall compensate Consultant a flat base fee of $50,000.00 per 12-month term for all "Base Services" outlined under Scope of Services Sections 1 through 8, subject to the following provisions. The base fee shall be due and payable on July 1 of each term this Agreement remains in effect. 2.1. Services may be rendered in -person, via telephone, email, or virtual platform based on the specific circumstances, nature, and needs of the service, City, and Consultant. Response services shall be provided in -person except under extraordinary circumstances. 2.2. Regional Peer Support Continuing Education Training may be provided in person or virtually and may be rescheduled, postponed, or cancelled for extraordinary events. 2.3. When Consultant is unavailable or unable to 24/7 standby/on-call availability, Consultant shall make necessary arrangements for referral to appropriate mental health professionals for coverage and any expense incurred by Consultant in doing so shall be the sole responsibility of Consultant. 3. Individual Crisis Stabilization and Counseling Services authorized beyond the 5 sessions per quarter outlined under "Base Services" section 2 and provided in Consultant's offices shall be compensated at a rate of $200.00 per hour on an "as -utilized" basis. 4. Additional Training and Meeting Services requested by City outside those outlined in base services and provided by consultant shall be compensated at a rate of $350.00 per hour on an "as -utilized" basis. 4.1.1. Billing for Training and Meeting Services shall include course development or preparation time as required to create or adapt training or otherwise prepare for presentation to City. 4.1.2. All services rendered away from Consultant's office in Brentwood, CA are billed "portal-to-portal" and include all time spent onsite. 4.1.3. ICISF Licensed training courses are subject to the following additional approximated fees. ICISF Registration and Licensing $300 per course Materials Fees $150 per person ICISF Certificates $10 per course, per person 5. Additional Service Terms 5.1. Services rendered under this Agreement do not include expert witness fees, deposition, court fees, representation, or testimony for or during any legal or formal administrative proceeding. Fees related to any actual or proposed action in any proceeding start at $500.00 per hour and are subject to a minimum advanced deposit prior to any required appearance. 5.2. Copyright and Right of Use 5.2.1. Any and all work, artwork, copy, posters, billboards, photographs, videotapes, audiotapes, systems designs, software, reports, designs, specifications, drawings, diagrams, surveys, source codes or any original works of authorship created by Consultant or its subcontractors or subconsultants in connection with services performed under this Agreement shall be deemed the exclusive intellectual or otherwise licensed property of Consultant and Consultant shall retain all rights therein except where provided by a separate agreement. 5.3. Third Party Insurance Verification 5.3.1. In the event that City utilizes a Third -Party Insurance Verification Service or requires specialized terms in addition to the insurance industry standard terms provided for in Consultant's current insurance policies an additional fee of $3000.00 per year shall apply. 5.4. HIPAA Requirements 5.4.1. Confidentiality of Consultant's services and records are governed by State and Federal statues, court decisions, ethical standards, and generally accepted business practices for their profession. Notwithstanding any other section of this Agreement, no record or other identifying information, including but not limited to HIPAA protected information shall be released without a valid court order, written authorization from the individual(s) affected by the information release, or other legal authority compelling release of such information. Additionally, compliance with any audit or inspection requirement contained herein necessitates an investment of Consultant's time, efforts, and resources in order to maintain the required confidentially of records subject to audit or inspection and as such, shall be considered billable hours and compensated according to this Agreement. This section shall supersede all other sections and shall survive termination, cancellation, or expiration and remain in effect indefinitely. 5.5. Confidentiality of Consultant's Information 5.5.1. The terms of this Agreement are considered public information pursuant to the California Public Records Act (Government Code section 6250 et seq.). The Parties agree to exercise at least the same care, legal and professional standards, security, and confidentiality for any confidential information received from the other party as they would for their own confidential and protected information. 5.6. Billing and Invoices 5.6.1. Consultant shall endeavor to provide a monthly utilization statement to the City no later than the 15th day of each month following the month in which services are provided. The utilization will include a description of services rendered and the date on which such services were provided. In addition, the monthly statement will provide a running account of hours utilized and remaining hours on account. Due to HIPAA restrictions individual client information will at no time be included in accounting information. Utilization statements shall be combined with monthly invoices for convenience. 5.6.2. City shall ensure timely requests for and utilization of Consultant's services. All services not utilized within the one-year term of this Agreement are non- refundable and will be lost as of December 315t of each year this Agreement remains in effect. Failure of City to utilize Consultant's services in a timely manner shall not be cause for a refund or extension of time. EXHIBIT B INSURANCE REQUIREMENTS During the term of this Agreement, and for any time period set forth below, CONSULTANT shall procure and maintain in full force and effect, at no cost to CITY insurance policies with respect to employees and vehicles assigned to the performance of Services under this Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in this Exhibit B. A. Scope of Coverage. During the term of this Agreement, CONSULTANT shall maintain, at no expense to CITY, the following insurance policies: 1. Commercial general liability. A commercial general liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, for death, bodily injury, personal injury, or property damage. 2. Automobile liability. An automobile liability (owned, non -owned, and hired vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence. 3. Professional liability. If any licensed professional performs any of the services required to be performed under this Agreement, a professional liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, to cover any claims arising out of the CONSULTANT's performance of services under this Agreement. Where CONSULTANT is a professional not required to have a professional license, CITY reserves the right to require CONSULTANT to provide professional liability insurance pursuant to this section. 4. Workers' compensation. If it employs any person, CONSULTANT shall maintain workers' compensation insurance, as required by the State of California, with statutory limits, and employer's liability insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease. CONSULTANT's workers' compensation insurance shall be specifically endorsed to waive any right of subrogation against CITY. B. Other Insurance Requirements. The insurance coverage required of the CONSULTANT in subparagraph A of this section above shall also meet the following requirements: 1. Except for professional liability insurance or workers' compensation insurance, the insurance policies shall be specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as additional insureds (for both ongoing and completed operations) under the policies. 2. The additional insured coverage under CONSULTANT's insurance policies shall be "primary and noncontributory" with respect to any insurance or coverage maintained by CITY and shall not call upon CITY's insurance or self-insurance coverage for any contribution. The "primary and noncontributory" coverage in CONSULTANT'S policies shall be at least as broad as Rev 08 22 B-1 ISO form CG20 01 04 13. 3. Except for professional liability insurance or workers' compensation insurance, the insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury. 4. By execution of this Agreement, CONSULTANT hereby grants to CITY a waiver of any right to subrogation which any insurer of CONSULTANT may acquire against CITY by virtue of the payment of any loss under such insurance. CONSULTANT agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer. 5. Ifthe insurance is written on a Claims Made Form, then, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five years. 6. The insurance policies shall provide for a retroactive date of placement coinciding with the Effective Date of this Agreement. 7. The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract or agreement) before CITY'S own insurance or self-insurance shall be called upon to protect it as a named insured. 8. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be available to CITY or any other additional insured party. Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured; whichever is greater. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of the CONSULTANT under this Agreement. 9. CONSULTANT agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by CONSULTANT, provide the same minimum insurance coverage required of CONSULTANT, except as with respect to limits. CONSULTANT agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. CONSUTLANT agrees that upon request by CITY, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the performance of Services will be submitted to CITY for review. 10. CONSULTANT agrees to be responsible for ensuring that no contract used by any party involved in any way with the Services reserves the right to charge CITY or CONSULTANT for the cost of additional insurance coverage required by this Agreement. Any 08 22 B-2 such provisions are to be deleted with reference to CITY. It is not the intent of CITY to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against CITY for payment of premiums or other amounts with respect thereto. C. Deductibles and SIR's. Any deductibles or self -insured retentions in CONSULTANT's insurance policies must be declared to and approved by the CITY and shall not reduce the limits of liability. Policies containing any self -insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY or other additional insured party. At CITY's option, the deductibles or self -insured retentions with respect to CITY shall be reduced or eliminated to CITY's satisfaction, or CONSULTANT shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. D. Proof of Insurance. CONSULTANT shall provide to the PROJECT MANAGER all of the following: (1) Certificates of Insurance evidencing the insurance coverage required in this Agreement; (2) a copy of the policy declaration page and/or endorsement page listing all policy endorsements for the commercial general liability policy, and (3) excerpts of policy language or specific endorsements evidencing the other insurance requirements set forth in this Agreement. CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements from CONSULTANT. Failure to exercise this right shall not constitute a waiver of the right to exercise it later. The insurance shall be approved as to form and sufficiency by the CITY. v 08 22 B-3 PSFCG San Rafael PD-FD 3-4-24 FY Term 24-25 Revised Final Audit Report 2024-09-30 Created: 2024-09-27 By: alissa curtin(alissa.curdn@atyofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAA86Ef4B5hXTfzz)aAbUS8w8ShBDvl457f "PSFCG San Rafael PD-FD 3-4-24 FY Term 24-25 Revised" His tory Document created by alissa curtin (alissa.curtin@cityofsanrafael.org) 2024-09-27 - 5:32:30 PM GMT Ew Document emailed to Marissa Sanchez (marissa.sanchez@cityofsanrafael.org) for signature 2024-09-27 - 5:32:35 PM GMT Email viewed by Marissa Sanchez (marissa.sanchez@cityofsanrafael.org) 2024-09-30 - 7:27:18 PM GMT FSQ Document e-signed by Marissa Sanchez (marissa.sanchez@cityofsanrafael.org) Signature Date: 2024-09-30 - 7:27:28 PM GMT - Time Source: server Agreement completed. 2024-09-30 - 7:27:28 PM GMT Q Adobe Acrobat Sign RAP S 2 yo 'ry WITH P, CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Human Resources for PD/FD Project Manager: Alissa Curtin for Marissa Sanchez Extension: 3069 Contractor Name: PUBLIC SAFETY FAMILY COUNSELING GROUP, INC. Contractor's Contact: Scott Dansie Contact's Email: scott@psfcg.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER 1 DEPARTMENT DATE Check/Initial 11 1 Project Manager a. Email PINS Introductory Notice to Contractor _ b. Email contract (in Word) and attachments to City Attorney c/o Laraine.Gittens@cityofsanrafael.org 10/1/2024 ❑X amc 2 City Attorney a. Review, revise, and comment on draft agreement 10/4/2024 and return to Project Manager 10/4/2024 ❑x NT b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor ❑x NIT 3 Department Director Approval of final agreement form to send to 10/7/2024 © AMC for contractor MS 4 Project Manager Forward three (3) originals of final agreement to Click here to ❑ contractor for their signature enter a date. 5 Project Manager When necessary, contractor -signed agreement ❑ N/A agendized for City Council approval * *City Council approval required for Professional Services ❑ Agreements and purchases of goods and services that exceed Or $75,000; and for Public Works Contracts that exceed $175,000 Click here to Date of City Council approval enter a date. PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 6 Project Manager Forward signed original agreements to City Attorney with printed copy of this routing form 7 City Attorney Review and approve hard copy of signed agreement 8 City Attorney Review and approve insurance in PINS, and bonds (for Public Works Contracts) 9 City Manager / Mayor Agreement executed by City Council authorized official 10 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager PSFCG PSA for Counseling Services 2024-2028 Final Audit Report 2024-11-12 Created: 2024-11-06 By: alissa curtin (alissa.curtin@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAAVacoBaByS-rdnJ2v8AJuFDaQpURzrbcc "PSFCG PSA for Counseling Services 2024-2028" History Document created by alissa curtin (alissa.curtin@cityofsanrafael.org) 2024-11-06 - 8:27:38 PM GMT P-► Document emailed to Laraine Gittens (laraine.gittens@cityofsanrafael.org) for approval 2024-11-06 - 8:27:45 PM GMT Email viewed by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2024-11-06 - 9:09:00 PM GMT 6© Document approved by Laraine Gittens (laraine.gittens@cityofsanrafael.org) Approval Date: 2024-11-06 - 9:11:29 PM GMT - Time Source: server '* Document emailed to Robert Epstein (rob.epstein@cityofsanrafael.org) for signature 2024-11-06 - 9:11:31 PM GMT Email viewed by Robert Epstein (rob.epstein@cityofsanrafael.org) 2024-11-06 - 9:30:44 PM GMT 6() Document e-signed by Robert Epstein (rob.epstein@cityofsanrafael.org) Signature Date: 2024-11-06 - 9:31:07 PM GMT - Time Source: server Cry Document emailed to Lindsay Lara(city.clerk@cityofsanrafael.org) for approval 2024-11-06 - 9:31:09 PM GMT Email viewed by Lindsay Lara(city.clerk@cityofsanrafael.org) 2024-11-07 - 3:35:53 PM GMT 6© Document approved by Lindsay Lara(city.clerk@cityofsanrafael.org) Approval Date: 2024-11-07 - 3:36:07 PM GMT - Time Source: server Adobe Acrobat Sign E'.► Document emailed to Cristine Alilovich (cristinea@cityofsanrafael.org) for signature 2024-11-07 - 3:36:09 PM GMT Email viewed by Cristine Alilovich (cristinea@cityofsanrafael.org) 2024-11-08 - 6:47:04 PM GMT d0 Document e-signed by Cristine Alilovich (cristinea@cityofsanrafael.org) Signature Date: 2024-11-08 - 6:47:53 PM GMT - Time Source: server P-► Document emailed to Lindsay Lara (city.clerk@cityofsanrafael.org) for signature 2024-11-08 - 6:47:55 PM GMT Email viewed by Lindsay Lara(city.clerk@cityofsanrafael.org) 2024-11-12 - 4:24:18 PM GMT b0 Signer Lindsay Lara (city.clerk@cityofsanrafael.org) entered name at signing as Brenna Nurmi (for) 2024-11-12 - 4:24:35 PM GMT 00 Document e-signed by Brenna Nurmi (for)(city.clerk@cityofsanrafael.org) Signature Date: 2024-11-12 - 4:24:37 PM GMT - Time Source: server ® Agreement completed. 2024-11-12 - 4:24:37 PM GMT el Adobe Acrobat Sign