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HomeMy WebLinkAboutFD Emergency Medical Service Billing & Collection ServicesAGREEMENT FOR PROFESSIONAL SERVICES BY AND BETWEEN THE CITY OF SAN RAFAEL AND WITTMAN ENTERPRISES, LLC FOR EMERGENCY MEDICAL SERVICE BILLING AND COLLECTION SERVICES This Agreement is made and entered into as of December 20, 2024 (the "Effective Date"), by and between the CITY OF SAN RAFAEL, a chartered California municipal corporation (hereinafter "CITY"), and WITTMAN ENTERPRISES, LLC, a California limited liability company (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 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 October 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 at the unit rates and rates per hour for labor, as set forth in Exhibit A, for a total amount not to exceed Rev. 08.22 $825,000. 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. 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 the Effective Date of this Agreement and terminate on November 30, 2029. Upon mutual agreement of the parties, and subject to the approval of the City Manager, the term of this Agreement may be extended one time, for a period not to exceed five (5) years. 4. PROJECT COORDINATION. A. CITY'S Project Manager. The City Manager 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. Corinne Wittman -Wong 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 one - hundred and eighty (180) 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 party'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. v 08 22 6. 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 B, 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. INDEMNIFICATION. 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, third party loss, liability or direct 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 negligent performance of its obligations or willful misconduct 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 passive negligence of the City Indemnitees. 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 and (i) CITY must allow CONSULTANT to direct and control the defense and handling of the matter for which indemnity is or may be sought and (ii) CITY must not agree to any settlement or other voluntary resolution of a matter for which indemnity is or may be sough without CONSULTANT'S express consent. B. To the fullest extent allowed by law, the total liability of a party regarding CLAIMS shall be capped at, and shall in no event exceed, the total fees paid by CITY to CONSULTANT under this Agreement in the twelve (12) months prior to the event giving rise to the CLAIM (the "Liability Cap"). All amounts that may be potentially awarded against CONSULTANT in connection with a CLAIM are included in and subject to the Liability Cap and shall not cause the Liability Cap to be exceeded, including, without limitation, all direct compensatory damages, interest, costs, expenses, and attorneys' fees. Provided, however, that nothing in the foregoing shall be construed as an admission of liability by CONSULTANT in any amount or as a waiver or compromise of any other defense that may be available to CONSULTANT regarding any CLAIM. The foregoing Liability Cap shall not apply to CLAIMS arising from (i) gross negligence or willful misconduct, (ii) violations of applicable law, including HIPAA, or (iii) in connection with death or bodily injury of third parties. In the event of any dispute between the CONSULTANT and the CITY as to whether liability arises from the sole negligence or willful misconduct of the CONSULTANT, or from the CITY its officers, employees, agents, subcontractors, or vendors, CONSULTANT may be obligated to pay for the CITY'S defense until such time as a final judgement has been entered adjudicating the CITY as solely or partially negligent. CONSULTANT would be entitled in the event of such a determination to any reimbursement of defense costs including but not limited to attorney fees, expert fees, and cost of litigation. C. To the fullest extent allowed by law, CONSULTANT and CITY waive claims against each other for consequential, indirect, incidental, special, punitive, exemplary, and treble damages, and for any other damages in excess of direct, compensatory damages including, but not limited to, loss of profits, loss of data, or loss of business, regardless of whether such claim or matter is denominated as a contract claim, tort claim, warranty claim, indemnity claim, statutory claim, arbitration demand, or otherwise, even if a party has been apprised of the possibility or likelihood of such damages occurring (the "Non -Direct Damages Waiver"). D. 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. v 08 22 4 E. 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 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: Cristine Alilovich, City Manager 1400 Fifth Avenue San Rafael, CA 94901 15. INDEPENDENT CONTRACTOR. To CONSULTANT's Project Director: Corinne Wittman -Wong, CEO Wittman Enterprises, LLC 11093 Sun Center Drive Rancho Cordova, CA 95670 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 v 08 22 6 under this Agreement, any monies which CONSULTANT owes CITY under any ordinance, 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 term, 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 of this 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. [Signatures are on the followingpage.] v 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: Al�B�a �ObIN,.(OH �IltoN CRISTINE ALILOVICH, City Manager APPROVED AS TO FORM: Office of the City Attorney Robert F Eos m, ...{...0 , .111,. By: ROBERT EPSTEIN, City Attorney ATTEST: City Clerk LINDSAY LARA, City Clerk v 08 22 9 CONSULTANT: Corrnhe WiEix�aN-Wang By: Corinne Wittman -Wong Name: Corinne Wittman -Wong Title: CEO [If CONSULTANT is a corporation, add signature of second corporate officer] By: Name: Title: 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 Setting the Standard for EMS Billing Wittman Enterprises, LLC 11093 Sun Center Drive Rancho Cordova, California 95670 www.webillems.com RFP Contact: Russ Harms Executive Director Of Business Development (916) 669-4628 Direct Line rharms@webillems.com wittmanenterprises EMS MC TABLE OF CONTENTS About Wittman Enterprises Messagefrom our CEO..........................................................................................2 Statement of Qualifications...................................................................................3 CaliforniaStrong.....................................................................................................3 California EMS/Fire Partners (Proprietary and Confidential)...............................3 Protect Approach EMS Partner Satisfaction.......................................................................................4 Workload Accomplishment...................................................................................4 Regulationand Compliance...................................................................................4 MultilingualStaff....................................................................................................5 Billingto Payment Cycle........................................................................................6 Electronic Access to Records CompletePortal System........................................................................................7 Cost Proposal Superior Performance............................................................................................8 EMS Billing Program Renewal: Proposed Fees....................................................8 City of San Rafael: EMS Billing and Collection Services 11 wittman enterprises EMS I MC Ah-?ut Wittma�, F-n*erprises Message from our CEO June 27, 2024 Thank you for the opportunity to provide our response to your Request for Information and Proposal for the City of San Rafael's EMS Billing program. Since 1991 Wittman Enterprises, LLC has provided our clients complete fire and ambulance billing services in compliance with current local, state, and federal laws and statutes. We serve more than 140 EMS/Fire clients (130 of those in California) and are the largest California-based billing company with the client base, patient database, and experience with California fire departments (and multiple California government and insurance payers) for the most effective EMS billing and cost recovery programs possible. As an extension of your EMS program since 2017, Wittman Enterprises has maintained a strong customer service accountability platform, providing your team real access to all management staff starting with myself. Specialized staff are already assigned to your team so that the Department and City have direct access to the person(s) on our team who can most help with whatever situation may arise. Our Client Liaison team is always available to help provide/identify key resources you may use to get the results you need. We use every resource necessary to provide the best in customer service and collect the most for our clients. Our ultimate focus is on, and has always been based on, the best business and client services, billing results (accurate and legal billing and the highest cost recovery), and transparency (Client Portal, Reporting, Month -End - Reporting, KPIs, etc.). I look forward to continuing our services for the City of San Rafael and nurturing that longstanding partnership. Thank you for the chance to re -introduce our qualifications and commitment to your department and your city. My best, Corinne Wittman -Wong, CEO Wittman Enterprises, LLC (established 1991) 11093 Sun Center Drive, Rancho Cordova, CA 95670 916.669.4608 direct 1855.611.0056 toll free I cwittmanwong a webillerns.com City of San Rafael: EMS Billing and Collection Services 1 2 EMS MC Statement of Qualifications Wittman Enterprises has customized service innovations for our partners in the EMS and Fire industry since 1991. Our superior staff specializes in EMS billing and continually audits our work to ensure the highest quality of billing services. We have extensive experience in the invoicing, categorizing, recording, monitoring, supervising, and managing of ambulance billing and EMS cost recovery systems and services. Wittman bills approximately 880,000 claims annually and collect more than $485,000,000 each year for our clients. California Strong We do not believe that any California-based biller will provide as much in actual reimbursement or complete customer service as Wittman Enterprises has historically demonstrated. We have a proven record of collecting 10-20% more than our competitors. Out-of-state billing companies will not be able to arrive at these reimbursements either, due to their lack of billing and collection experience in California and inexperience with the multitude of California payers. California EMS/Fire Partners (Proprietary and Confidential) Wittman Enterprises conducts all of our work and coordinates all of our services from our single location in the Sacramento, CA area. All production and patient services activities are conducted at 11093 Sun Center Drive in Rancho Cordova, California. City of San Rafael: EMS Billing and Collection Services 13 wittmanenterprises EMS I MC Pro i est An rrlarh, EMS Partner Satisfaction The City of San Rafael will continue to count on Wittman Enterprises to conduct diligent, regular, and uninterrupted billing and collection services in a professional, businesslike manner. Our personal approach and higher levels of service greatly exceed industry standards. Yours and your patients' expectations and overall satisfaction are attained through ongoing and regular training, continuous improvement, and our comprehensive auditing program. We maintain the industry-leading lowest claims -per -staff ratio (generally 30% lower than our competitors) based on upholding the standard of practice our clients expect. Our thorough and ongoing training program allows us to continue to improve the business activities that we conduct for our clients and ensure that each of them receive the maximum legal reimbursement possible. We do not strive to be the largest EMS billing company but expect to be the best. Workload Accomplishment Our EMS billing and collection success is tied directly to the ratio of PCRs to the number of quality people assigned to your project. We believe that our people are the key to our success. Wittman innovates by fully embracing automated and technological advances while wholly recognizing that our quality service is reliant upon our talented people providing you the best level of service. As a result of our lowest claims -per -employee - ratio, we generally collect 10-20% more than our competitors for our clients. 10-20% .'Higher Collection 11to �■ Rates Than Our Competitors LOWEST CLAIMS -PER -EMPLOYEE RATIO Regulation and Compliance Now that Wittman Enterprises is part of EMSIMC, we have an even more robust consulting division, PWW Advisory Group (PWWIAG), which assesses and drives transformational change and adopts best practices to better serve patients and their communities. Our entire team brings a deep understanding of the industry and its complexities because we've been in it for decades. With our insight and the expertise of City of San Rafael: EMS Billing and Collection Services 14 willmanenterprises E M S MC our advisory and compliance group, we help you navigate compliance and operational challenges. Through PWWIAG, our clients gain access to industry-leading, National Academy of Ambulance Compliance (NAAC), accredited education and training on topics affecting the EMS and mobile healthcare industry. All Wittman Enterprises EMSIMC billing and coding staff are NAAC-certified professionals and maintain their competency through annual continuing education requirements. NAAC provides and accredits a wide range of continuing education programs throughout the year, both in classroom and online offerings. Wittman and the entire EMSIMC group comply with all applicable federal, state, and local laws/regulations as they apply to the services being provided: including maintaining confidentiality for all medical and patient information in accordance with HIPAA rules. • Certified Ambulance Coder (CAC) • Certified Ambulance Documentation Specialist (CADS) • Certified Ambulance Compliance Officer (CACO) • Certified Ambulance Financial Officer (CAFO) • Certified Ambulance Privacy Officer (CAPD) Multilingual Staff Wittman Enterprises employs several Spanish, Chinese, and Vietnamese -speaking customer service representatives in management and non -management positions. Such valuable resources provide your patients with the highest quality of service possible. On rare occasions, if a patient speaks a language we are not staffed to service, we utilize Language Line Services to assist those customers effectively. City of San Rafael: EMS Billing and Collection Services 15 wittmanenterprises E M S I M C Billing to Payment Cycle Cast, Receipts Q Electronics Department Claims Department i Payments Posted (WITHIN 24 HOURS) Import and Claim tt Entry(DAILY) t t I 1 • REGU88Y Claim Review, Coding I Insurance and Private CMPUARCE and QA/QC (1-3 DAYS) I I Payfolow-Up I I I r t r t r t r i - Electronic Claim Submission To All Payors (DAILY) Customer t BiService lling Department ,�� 0 �i� Department Transmission Department City of San Rafael: EMS Billing and Collection Services 16 wittman enterprises E M S l M C Electronic Access to Records Complete Portal Solutions Wittman offers secured internet access to our billing system via our Complete Portal System, 24 hours a day. The system includes: Client Portal/Electronic Dashboard • No additional software is required for the City and Fre Department to access Portal/Dashboard information through our secured server. • A password protected, secure login is required to access. • Information is in real time, allowing authorized City and Fire personnel to view each claim wherever it is in the billing and collection process. Patient Portal • Provides patients with Patient Portal Access. • Each invoice, statement, and letter to patients provide a website link for them to access, login, provide insurance information, leave an email and/or simply inquire about their bill. Credit Card Payment Portal • We provide credit card payment options for your patients who wish to process their bills this way. • Patients are informed through our correspondences and our customer service staff how to make credit card payments (if accepted by client). • We can provide seamless links to virtual merchant terminals that can be followed from our Portal and from client websites, allowing patients to pay their invoices in one location, using approved credit cards. • Like all of our services, this is customizable to fit the needs of your City and your program. Collections Portal • This Portal provides the most commonly requested items from third -party collection agencies, based on client approval. • It provides: reviewing accounts electronically, printing invoices, printing patient care reports, and printing 1500 billing forms. City of San Rafael: EMS Billing and Collection Services 17 wittmanenterprises E M S M C Co=t_')roQosal Superior Performance We are committed to competitive fees for our clients; however, we are not typically the "cheapest". We have chosen as part of our business model to charge a fair market rate that will still allow us to maintain a superior level of service with a staffing level that provides both exceptional collection results and unmatched customer service. Reducing fees to "beat" the competition would mean that we cannot provide the level of customer service and performance on which our company is built. EMS Billing Program Renewal: Proposed Fees Wittman Enterprises, LLC is pleased to offer the City of San Rafael all billing, collections, financial reporting, and accounts receivable management described in our previous contract and in this RFI Response/Proposal based on the following schedule. A minimal increase to our charged fees may be applied if any insurance reimbursement rate is reduced at any time during our contract term. Both pricing options assume one (1) 5 -year contract term plus (1) optional 5 -year contract extension. Contract Year 1 $22 Contract Year 2 $23 Contract Year 3 $24 Contract Year 4 $25 Contract Year 5 $26 Note: Wittman Enterprises, LLC provides complementary annual revenue enhancement training for EMS and financial staff as requested. This includes (4) hours of teleconference, webinar, or ZOOM -facilitated training for San Rafael general staff, and (6) hours for EMS/EMS Management Additional and/or onsite training as requested by the City of San Rafael will be at the contracted rate of $125 per hour (personnel rate) plus associated travel expenses. City of San Rafael: EMS Billing and Collection Services 18 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 0822 B-1 ISO form CG20 0104 13. 3. Except for professional insurance, the insurance policies shall include, contractual liability and personal injury. liability insurance or workers' compensation in their text or by endorsement, coverage for 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. If the 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 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. 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: Fire Project Manager: Thomas Wong Extension: 5360 Contractor Name: Wittman Contractors Contact: Russ Harm Contact's Email: russ.harms@emsmc.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE N/A Check/Initial ❑ 1 Project Manager a. Email PINS Introductory Notice to Contractor 10/17/2024 b. Email contract (in Word) and attachments to City TW Attorney c/o Laraine.Gittens@cityofsanrafael.org 2 City Attorney a. Review, revise, and comment on draft agreement 10/17/2024 and return to Project Manager 10/17/2024 ❑X NT b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor ❑X NT 3 Department Director Approval of final agreement form to send to 10/17/2024 contractor 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 11/4/2024 Date of City Council approval 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 Attest signatures, retains original agreement and 10 City Clerk forwards copies to Project Manager Wittman Enterprise PSA Final Audit Report Created: 2024-11-14 By: Thomas Wong (Thomas.Wong@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAAu5FoyEVrdERrCmhmOO9rildSV4S12CD7 "Wittman Enterprise PSA" History Document created by Thomas Wong (Thomas.Wong@cityofsanrafael.org) 2024-11-14 - 6:01:51 PM GMT E'4 Document emailed to cwittmanwong@webillems.com for signature 2024-11-14 - 6:02:06 PM GMT Email viewed by cwittmanwong@webillems.com 2024-11-14 - 6:05:56 PM GMT 2024-12-20 i;t Signer cwittmanwong@webillems.com entered name at signing as Corinne Wittman -Wong 2024-11-14 - 6:07:34 PM GMT &o Document e -signed by Corinne Wittman -Wong (cwittmanwong@webillems.com) Signature Date: 2024-11-14 - 6:07:36 PM GMT - Time Source: server E41 Document emailed to Laraine Gittens (laraine.gittens@cityofsanrafael.org) for approval 2024-11-14 - 6:07:38 PM GMT n Email viewed by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2024-12-20 - 4:53:59 PM GMT 6o Document approved by Laraine Gittens (laraine.gittens@cityofsanrafael.org) Approval Date: 2024-12-20 - 5:03:34 PM GMT - Time Source: server C'y Document emailed to rob.epstein@cityofsanrafael.org for signature 2024-12-20 - 5:03:37 PM GMT Email viewed by rob.epstein@cityofsanrafael.org 2024-12-20 - 7:35:20 PM GMT b© Signer rob.epstein@cityofsanrafael.org entered name at signing as Robert F. Epstein 2024-12-20 - 7:35:39 PM GMT LI Adobe Acrobat Sign i5q Document e -signed by Robert F. Epstein (rob. epstei n@cityofsanrafael.org) Signature Date: 2024-12-20 - 7:35:41 PM GMT - Time Source: server '. Document emailed to city.clerk@cityofsanrafael.org for approval 2024-12-20 - 7:35:43 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2024-12-20 - 7:38:43 PM GMT d© Signer city.clerk@cityofsanrafael.org entered name at signing as B 2024-12-20 - 7:38:54 PM GMT AG Document approved by B (city. clerk@cityofsanrafael.org) Approval Date: 2024-12-20 - 7:38:56 PM GMT - Time Source: server E-,, Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2024-12-20 - 7:38:58 PM GMT r24 Thomas Wong (Thomas.Wong@cityofsanrafael.org) replaced signer cristine.alilovich@cityofsanrafael.org with Angela Robinson-Pinon (angela.robinsonpinon@cityofsanrafael.org) 2024-12-20 - 9:56:11 PM GMT E-'., Document emailed to Angela Robinson-Pinon (angela.robinsonpinon@cityofsanrafael.org) for signature 2024-12-20 - 9:56:12 PM GMT Email viewed by Angela Robinson-Pinon (angela.robinsonpinon@cityofsanrafael.org) 2024-12-20 - 9:59:12 PM GMT &e Signer Angela Robinson-Pinon (angela.robinsonpinon@cityofsanrafael.org) entered name at signing as Angela Robinson Pinon 2024-12-20 - 9:59:50 PM GMT 6© Document e -signed by Angela Robinson Pinon (angela.robinsonpinon@cityofsanrafael.org) Signature Date: 2024-12-20 - 9:59:53 PM GMT - Time Source: server Po. Document emailed to city. clerk@cityofsanrafael.org for signature 2024-12-20 - 9:59:55 PM GMT Email viewed by city.clerk@cityofsanrafael.org 2024-12-20 - 10:00:32 PM GMT d© Signer city.clerk@cityofsanrafael.org entered name at signing as Brenna Nurmi (for) 2024-12-20 - 10:01:17 PM GMT bo Document e -signed by Brenna Nurmi (for)(city.clerk@cityofsanrafael.org) Signature Date: 2024-12-20 - 10:01:19 PM GMT - Time Source: server 0 Adobe Acrobat Sign Agreement completed. 2024-12-20 - 10:01:19 PM GMT a Adobe Acrobat Sign