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CC Interpreting and Translation ServicesON -DEMAND TRANSLATION SERVICES AGREEMENT 1. Agreement Identification Parties. City of San Rafael (CLIENT) And CONTRACTOR: International Effectiveness Centers Capacity: Interpreting and Translation Taxpayer ID#: 68-0069311 Address: 21 Tamil Vista Blvd., Suite 234 Corte Madera, CA 94925J "mutually agree and promise as follows: Duration of contract: 1. Start date January 1, 2021 and it terminates December 31, 2021, unless sooner terminated as provided herein. Upon expiration of the original term, this contract shall automatically renew annually until terminated by either party by written notice. 2. Termination. This Agreement may be terminated by either party, upon 30 days advance written notice to the other party, or canceled immediately by written mutual consent. 3. CONTRACTOR's Obligations. CONTRACTOR will provide Services as described below: CONTRACTOR will provide qualified trained healthcare interpreters in person with the following competencies and skills: Maintain and work within the State and National professional standards and ethics for Healthcare interpreters. Fluent in English and target language, appropriately qualified in Sign language, extensive knowledge of human anatomy, medical terminology, medical diagnosis and disease process, experience in the triadic method of interpreting, experience assuming the four roles of the interpreter: conduit, clarifier, advocate and cultural broker. Medical translation skills in both languages if applicable. Contracted interpreters must exhibit professional appearance and conduct and provide superior customer service to patients/families and providers. Translation of documents will include proofreading/editing. Final translation will include a legal Certificate of Accuracy with the names of the translator and editor. CONTRACTOR will complete and sign a Form W-9 or, when applicable, a Form W8, at time of execution of this Agreement. CONTRACTOR will supply all tools, materials and equipment required to perform the services under this agreement. CONTRACTOR is responsible for paying when due all income taxes, including estimated taxes, incurred as a result of the compensation paid by CLIENT to CONTRACTOR for services under this Agreement. On request, CONTRACTOR will provide CLIENT with proof of timely payment. CONTRACTOR agrees to indemnify CLIENT for any claims, costs, losses, fees, penalties, interest, or damages suffered by CLIENT resulting from CONTRACTOR's failure to comply with this provision. CONTRACTOR may represent, perform services for, and contract with other clients, persons, or companies as CONTRACTOR, in CONTRACTOR's sole discretion, sees fit. CONTRACTOR will not contract with or independently perform services for CLIENT clients for whom CONTRACTOR has performed services under this Agreement or any other agreement with CLIENT. CONTRACTOR's Qualifications. CONTRACTOR represents that CONTRACTOR has the qualifications and skills necessary to perform the services under this agreement in a competent, professional manner, without the advice or direction of CLIENT. CONTRACTOR understands that CLIENT possesses privileged and propriety information that has been, is being, or may be utilized, created, or developed, or has otherwise become known to CLIENT, including information created, developed, or made known by CONTRACTOR within the scope of this Agreement. All of this information is called "Confidential Information." Confidential Information includes all technical, financial and business information of any kind provided by or at the request of CLIENT. All Confidential Information will be CLIENT's sole property, and therefore, CONTRACTOR hereby assigns to CLIENT any rights CONTRACTOR may have or acquire in Confidential Information. At all times during CONTRACTOR's retention by CLIENT, and at all times after termination of this Agreement, CONTRACTOR shall keep in confidence all Confidential Information, and will not use or disclose Confidential Information without CLIENT's prior written consent. CONTRACTOR agrees to treat and handle confidentially any individual identified patient or parent/legal guardian, medical, or demographic information that CONTRACTOR obtains in the course of the services provided under this Agreement as required by applicable Federal and State law including HIPAA. To treat confidentially shall mean that such information cannot be used by or disclosed by CONTRACTOR beyond the uses and disclosures permitted by the Agreement, to a third party without express written permission of CLIENT and the patient or parent/legal guardian. 6. CLIENT Obligations. In consideration of CONTRACTOR's provision of services as described above, CLIENT shall pay CONTRACTOR within thirty (30) days, upon receipt of properly documented invoice for payment. CONTRACTOR shall submit Invoice(s) 30 days from the end of the month in which the Agreement services were rendered. Rates are set forth in the attached Exhibit A 7. Compliance with Policies of CLIENT. CONTRACTOR agrees to abide by all policies established by CLIENT and to honor all requests made by CLIENT with respect to the provision of services hereunder. 8. Compliance with Law. CONTRACTOR agrees to meet all Federal, State, County and City laws and regulations and the standards established by the Joint Commission on Accreditation of Healthcare Organizations for the services so far as applicable to CONTRACTOR'S obligations under this Agreement. CONTRACTOR agrees to comply with all reasonable orders and directives of appropriate agencies and to satisfy any such directives from such agencies to meet obligations under this Agreement. 9. Independent Contractor Status. This Agreement is by and between two independent contractors and is not intended to and shall not be construed to create the relationship between the parties of agent, servant, employee, partnership, joint venture, or association. CLIENT retains professional and administrative responsibility for services rendered in accordance with Title 22 §70713 and 42 C.F.R. 482.12(e). 10. Access to Books and Records of CONTRACTOR. Pursuant to § 1861 (v) (1) of the Social Security Act, and any regulations promulgated thereunder, CONTRACTOR shall, upon written request and until the expiration of four years after the furnishing of services pursuant to this Agreement, make available to the Secretary of Health and Human Services, the Comptroller General, or any of their duly authorized representatives, this Agreement and books, documents, and records of CONTRACTOR that are necessary to certify the nature and extent of all costs and charges hereunder. 11. Indemnification. Each party shall defend, indemnify, and hold the other party, its officers, employees, agents, and subcontractors, harmless from and against any and all liability, loss, expense (including reasonable attorneys' fees and consequential damages), or claims for injury or damages, whether to person(s) or property, arising out of the performance of this Agreement but only in proportion to and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of the indemnifying party, its officers, employees, agents, and subcontractors. 12. Insurance. CONTRACTOR will maintain a policy of professional and general liability insurance in the amount of $1,000.000 per occurrence and $3,000,000 aggregate, with general liability policy endorsements naming CLIENT as an additional insured with coverage that is "primary and noncontributory" with respect to any insurance or coverage maintained by CLIENT. In addition, CONTRACTOR will provide proof of Worker's Compensation insurance as required by the State of California, with statutory limits. CONTRACTOR's worker's compensation insurance shall be specifically endorsed to waive any right of subrogation against CLIENT. CONTRACTOR will provide a certificate of insurance and required endorsements to CLIENT. 13. Legal Authority, This Agreement is entered into under and subject to the laws of the State of California. 14. Signatures. These signatures attest the parties' agreement hereto: City of San Rafael International Effectiveness Signatu Signature: / Date: 6y, Date: January 1, 2021 Printed Name & Title: JIM SCHUTZ, City Printed Name & Title: Taryk Rouchdy, Manager CEO Address: 21 Tamal Vista Blvd. Suite 234 Address: 1400 Fifth Avenue, San Rafael, CA 94901 Corte Madera, CA 94925 Rate of all our Services Simultaneous Interpreter Rates Rates are for a team of two interpreters, rotating approximately every 20 minutes. No breaks are necessary. LANGUAGE PER HOUR for 2 interpreters In Person or Video Remote VRI Spanish $240 Chinese $320 Vietnamese $370 Korean $85 Tagalog $380 ASL 240 All other $400 Two hours minimum Mileage: (In Person)) Attempts will be made to assign a translator who lives within 10 miles of the assignment. When this is feasible, no travel will be charged. When this is not feasible, an additional $30 per hour would be charged for travel time, plus 52 cents per mile. Most of the time there is no charge for travel. Cancellation: Scheduled appointments may be cancelled at No Charge if received with 48 hours' notice before appointment. Thursday for Monday schedules. Late Cancellations will be charged at full rate. No Shows are also charged at full rate. Consecutive Interpreter Rates LANGUAGE PER HOUR= m per interpreter n Person or Video Remote (VRI Spanish Chinese $65 Vietnamese $70 Korean $85 ASL $110 All other Two hours minimum Mileage: (In Person)) Attempts will be made to assign a translator who lives within 10 miles of the assignment. When this is feasible, no travel will be charged. When this is not feasible, an additional $30 per hour would be charged for travel time, plus 52 cents per mile. Most of the time there is no charge for travel. Cancellation: Scheduled appointments may be cancelled at No Charge if received with 48 hours' notice before appointment. Thursday for Monday schedules. Late Cancellations will be charged at full rate. No Shows are also charged at full rate. Translation Rates LANGUAGE PER WORD Spanish $0.18 Chinese $0.21 Vietnamese $0.22 Korean $0.23 Tagalog $0.21-$o.30 All other Quoted DTP $45 per hour On demand telephonic interpreting rates All Languages: $1.20per minute 24/7/365 RAFq�I 1 i 2 �, yo /Ty WITH p'�`h 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: City Clerk's Office Project Manager: Lindsay Lara Extension: 3065 Contractor Name: International Effectiveness Centers (interpreting services) Contractor's Contact: Taryk Rouchdy Contact's Email: taryk@ie-center.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT Project Manager a. Email PINS Introductory Notice to Contractor DATE Check/Initial 1 Oick here to ❑ enter a date b. Email contract (in Word) & attachments to City '.'lick here to Atty c/o Laraine.Gittens@cityofsanrafael.org enter a date, 2 City Attorney a. Review, revise, and comment on draft agreement 1/14/2021 ® LG and return to Project Manager 1/14/2021 ® LG b. Confirm insurance requirements, create Job on Project Manager PINS, send PINS insurance notice to contractor 3 Forward two (2) originals of final agreement to 1/20/2021 contractor for their signature ® N/A 4 Project Manager When necessary, * contractor -signed agreement agendized for Council approval *PSA > $75,000; or Purchase > $75,000; or Or Public Works Contract> $175,000 Date of Council approval CliLA 1 PRINT enter CONTINUE ROUTING PROCESS WITH HARD COPY 5 Project Manager Forward signed original agreements to City 01/21/2021 LL Attorney with printed copy of this routing form 6 _ City Attorney Review and approve hard copy of signed % fly /20-24 agreement (� 7 City Attorney Review and approve insurance in PINS, and bonds (for Public Works Contracts) 8 City Manager/ Mayor Agreement executed by Council authorized official l�i Attest signatures, retains original agreement and I '1_� 9 City Clerk forwards copies to Project Manager