HomeMy WebLinkAboutAgreement A-21-163 with Superior Court Fresno County.pdfCourt 10-2020-ACT-O
COUNTY OF FRESNO
Fresno, CA
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AGREEMENT
THIS AGREEMENT (“Agreement”) is made and entered into this _____ day of ______________,
2021, by and between the COUNTY OF FRESNO, a political subdivision of the State of California,
hereinafter referred to as "COUNTY", and the SUPERIOR COURT OF CALIFORNIA, COUNTY OF FRESNO,
whose address is 1100 Van Ness, Fresno, California 93721, hereinafter referred to as "COURT".
W I T N E S S E T H:
WHEREAS, COURT has established an After Criminal, Traffic, Infraction One-stop Network
(ACTION) Center (“Center”) to provide a one-stop place for court users to make payment arrangements
and arrange for probation and other court-ordered services;
WHEREAS, the goal of the Center is to provide information and assistance to the public with
sentencing, probation, fines, community service, and programs;
WHEREAS, COUNTY will provide one staff person, a County Probation Department employee, to
provide probation and other program information at the Center;
WHEREAS, COURT will provide two staff persons to provide program information at the Center;
WHEREAS, COURT will provide a work space within the Center for the COUNTY/Probation
employee;
WHEREAS, staff of both COUNTY and COURT will collect and accept monies from the public in
payment of fees for Court services and various fines (“Public Funds”) as part of their duties in staffing
the Center; and
WHEREAS, COURT can provide a work space within the Center for the COUNTY/Probation
employee.
WHEREAS, COUNTY and COURT desire to enter into this Agreement to set forth each of their
rights and responsibilities in regard to the provision of services at the Center.
NOW, THEREFORE, in consideration of their mutual covenants and conditions, the parties hereto
agree as follows:
1.SERVICES
A.The COUNTY and COURT shall provide direction to their respective employees in
the provision of program information, as well as acceptance of Public Funds as a part of this assistance.
Agreement No. 21-163
11th May
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Fresno, CA
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The COUNTY employee will generally work at the main courthouse Center between the hours of 8:30
a.m. and 5 p.m., Monday through Friday, except COURT and COUNTY holidays and other closure days.
B.The COURT Criminal Department manager shall be the point of contact for
COURT, and the COUNTY’s Chief Probation Officer or his designee shall be the point of contact for
COUNTY.
C.All COUNTY staff assigned (permanently or temporarily) to the Center will adhere
to the COURT's ethics and cash handling policies, attached to this Agreement as Exhibit 1 and
incorporated herein by reference. The On-site Supervisor will report to the Court Project Manager
within one Court business day any identified violation of the Court's ethics policy that directly and/or
indirectly involves COUNTY employees.
2.TERM
This Agreement shall become effective July 1, 2021, and shall terminate on June 30,
2024. This Agreement shall automatically be extended for two (2) additional twelve (12) month periods
upon the same terms and conditions herein set forth, unless written notice of non-renewal is given by
either COURT or COUNTY or COUNTY’s Chief Probation Officer or his designee, no later than thirty (30)
days prior to the close of the then-current Agreement term.
3.TERMINATION
Either Party may terminate this Agreement without cause by giving at least ninety (90)
calendar days’ advance written notice to the other party.
4.COMPENSATION
COUNTY shall perform all COUNTY services provided under this Agreement at its sole
cost and expense. COURT shall likewise perform all COURT services provided under this Agreement at
its sole cost and expense. The parties agree that the benefits of public outreach concerning each party’s
services shall be adequate consideration for each party to enter into this Agreement.
5.MODIFICATION
Any matters of this Agreement may be modified from time to time by the written
consent of all the parties without, in any way, affecting the remainder.
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6.NON-ASSIGNMENT
Neither party shall assign, transfer, or subcontract this Agreement nor their rights or
duties under this Agreement without the prior written consent of the other party.
7.INSURANCE
Without limiting the COUNTY's or COURT’s right to obtain indemnification from the other, each
party shall maintain at their sole expense insurance policies including, but not limited to, an insurance
pooling arrangement and/or Joint Powers Agreement to fund their respective liabilities including
general liability, automotive liability, workers’ compensation, e mployers liability, professional liability,
social services liability (if required) and cyber liability. Evidence of Insurance, e.g., Certificates of
Insurance or other similar documentation, shall be provided at the request of either party under this
Agreement.
A.Commercial General Liability
Each party shall maintain Commercial General Liability Insurance with limits of not less than Two
Million Dollars ($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars
($4,000,000.00). This policy shall be issued on a per occurrence basis. COUNTY may require specific
coverages including completed operations, products liability and contractual liability, Explosion-Collapse-
Underground, fire legal liability or any other liability insurance deemed necessary because of the nature of
this contract.
B.Automobile Liability
Each party shall maintain Comprehensive Automobile Liability Insurance with limits of not less than
One Million Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage
should include any auto used in connection with this Agreement.
C.Professional Liability
If Parties employ licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W., M.F.C.C.) in providing
services, Professional Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00) per
occurrence, Three Million Dollars ($3,000,000.00) annual aggregate. Each Party agrees that it shall
maintain, at its sole expense, in full force and effect for a period of three (3) years following the
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termination of this Agreement, one or more policies of professional liability insurance with limits of
coverage as specified herein.
D.Worker's Compensation
A policy of Worker's Compensation insurance as may be required by the California Labor Code.
E.Cyber liability
Cyber Liability Insurance (if applicable), with limits not less than $2,000,000 per occurrence or
claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and
obligations as is undertaken by the Parties in this Agreement and shall include, but not be limited to,
claims involving infringement of intellectual property, including but not limited to infringement of
copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or
destruction of electronic information, release of private information, alteration of electronic
information, extortion and network security. The policy shall provide coverage for breach response
costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient
to respond to these obligations.
F.Additional Requirements Relating to Insurance
Each Party shall obtain endorsements to the Commercial General Liability insurance naming
each other as additional insured, including its officers, agents, and employees, individually and
collectively, but only insofar as the operations under this Agreement are concerned. Such coverage for
additional insured shall apply as primary insurance and any other insurance, or self-insurance,
maintained shall be excess only and not contributing with insurance provided under CONTRACTOR's
policies herein. This insurance shall not be cancelled or changed without a minimum of thirty (30) days
advance written notice given to other party.
Each Party hereby waives its right to recover any amounts paid by the policy of worker’s
compensation insurance required by this Agreement. Each Party is solely responsible to obtain any
endorsement to such policy that may be necessary to accomplish such waiver of subrogation, but each
party’s waiver of subrogation under this paragraph is effective whether or not an endorsement is
obtained.
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Within Thirty (30) days from the date each Party signs and executes this Agreement, Each Party
shall provide certificates of insurance and endorsement as stated above for all of the foregoing policies,
as required herein, to the other party (Name and Address of the official who will administer this
contract), stating that such insurance coverage have been obtained and are in full force; that the each
party’s, its officers, agents and employees will not be responsible for any premiums on the policies; that
for such worker’s compensation insurance the CONTRACTOR has waived its right to recover from the
COUNTY, its officers, agents, and employees any amounts paid under the insurance policy and that
waiver does not invalidate the insurance policy; that such Commercial General Liability insurance names
the other party, its officers, agents and employees, individually and collectively, as additional insured,
but only insofar as the operations under this Agreement are concerned; that such coverage for
additional insured shall apply as primary insurance and any other insurance, or self-insurance,
maintained by each party, its officers, agents and employees, shall be excess only and not contributing
with insurance provided under other party’s policies herein; and that this insurance shall not be
cancelled or changed without a minimum of thirty (30) days advance, written notice given to other
party.
In the event the parties fail to keep in effect at all times insurance coverage as herein provided,
the other party, in addition to other remedies it may have, suspend or terminate this Agreement upon
the occurrence of such event.
All policies shall be issued by admitted insurers licensed to do business in the State of California,
and such insurance shall be purchased from companies possessing a current A.M. Best, Inc. rating of
8.NON-DISCRIMINATION
During the performance of this Agreement, COURT and COUNTY shall not unlawfully
discriminate against any employee or applicant for employment, or recipient of services, because of
race, religion, color, national origin, ancestry, physical handicap, medical condition, marital status, age
or sex, or other protected class, pursuant to all applicable State and Federal statutes and regulations.
9.CONFIDENTIALITY
All services performed by COURT and COUNTY under this Agreement shall be in strict
conformance with all applicable Federal, State of California, and/or local laws and regulations relating
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to confidentiality.
10.QUALITY CONTROL
Public confidence is of utmost importance to the COUNTY and to the COURT. The proper
handling of Public Funds is directly related to the public confidence in their local government, as are
professional dress and business ethics. The Parties will work cooperatively to maximize the quality of
customer service being provided. Good cause showing, COURT shall have the right to request that
COUNTY remove a COUNTY employee from the future collection of COURT accounts in the manner of
public funds. Similarly, COUNTY shall have the right to request that COURT remove a COURT employee
from this position, upon a showing of good cause.
COUNTY and COURT each agree to maintain a quality assurance program for their
employees, which shall include, but not be limited to, periodic instruction of proper cash handling
procedures, appropriate dress, and ethics. COURT will provide cash handling instruction per the Trial
Court Financial Policies and Procedures Manual (FIN) from time to time, and COUNTY may avail itself of
this free training.
11.COUNTY RESPONSIBILITIES
A.COUNTY-Owned Computer Equipment
COUNTY will provide COUNTY-owned computer and computer peripherals (including
monitor, keyboard, and mouse) at the Center for use by COUNTY employee(s) only.
B.Forms.
COUNTY will provide all COUNTY program forms for Center staff, including COUNTY staff,
as well as COURT staff.
COUNTY shall be responsible to employ strict controls to ensure the integrity and
security of COURT’s cash and cash equivalents, and to prevent loss or abuse of cash and/or cash
equivalents stored or processed by COUNTY employees.
12.COURT RESPONSIBILITIES
A.COURT-Owned Equipment
COURT will provide a Cisco telephone, cash drawer, and use of copier and printer for use
by COUNTY employees.
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B.COURT-Owned Computer Equipment
COUNTY may use COURT-owned computer and computer peripherals (including
monitor, keyboard, and mouse) located at the Center without prior authorization from the COURT’s
Chief Information Officer, and/or designee(s). COURT will provide COUNTY-staffed desk with Outlook
access and appropriate access to its case management system
as necessary for administrative purposes related to the operation of the Center and this Agreement.
13.COURTHOUSE ACCESS AND KEYS
Upon entering the courthouse, COUNTY probation staff working in the Center must
adhere to security screening protocols and manage the money bags pursuant to instructions by COURT.
Any required keys and badges will be handled by the COURT Facilities Department.
14.INDEPENDENT CONTRACTOR
In performance of the work, duties, and obligations assumed by the parties under this
Agreement, it is mutually agreed and understood that each party, including its officers, agents,
subcontractors and employees, will at all times be acting and performing as an independent
contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee,
joint venturer, partner or associate of the other party. Furthermore, the parties acknowledge that
each party controls the manner and means of which the Services are performed by each party’s
employees. However, each party shall retain the right to administer this Agreement so as to verify
that the other party is performing its obligations in accordance with the terms and conditions specified
herein. COUNTY and COURT shall comply with all applicable provisions of law and the rules and
regulations, if any, of governmental authorities having jurisdiction over matters which are directly or
indirectly the subject of this Agreement.
Because of each party’s status as independent contractors, employees of COUNTY or
COURT shall have absolutely no right to employment rights and benefits available from the other
entity. COUNTY and COURT shall be solely liable and responsible for providing to, or on behalf of, its
employees all legally required employee benefits. In addition, COUNTY shall be solely responsible and
save COURT harmless from all matters relating to payment of COUNTY’S employees, including
compliance with Social Security withholding and State withholding. COURT shall save COUNTY
harmless from all matters relating to payment of COURT employees, including compliance with social
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security withholding and State withholding.
COUNTY shall ensure that all personnel used as contractors, sub-contractors and
employees to perform the services reserved for COURT, are aware that COURT is not responsible for
any benefits or coverage for their efforts.
15.INDEMNIFICATION
COUNTY agrees to indemnify, save, hold harmless, and at COURT’S request,
defend COURT, its officers, agents, and employees from any and all costs and expenses, including
Attorney’s fees and costs, damages, liabilities, claims, and losses occurring or resulting to COURT in
connection with the performance, or failure to perform, by COUNTY, its officers, agents, or employees
under this Agreement, and from any and all costs and expenses, damages, liabilities, claims, and losses
occurring or resulting to any person, firm, or corporation who may be injured or damaged by the
performance, or failure to perform, of COUNTY, its officers, agents, or employees under this
Agreement.
COURT agrees to indemnify, save, hold harmless, and at COUNTY'S request,
defend COUNTY, its officers, agents, and employees from any and all costs and expenses, including
Attorney’s fees and costs, damages, liabilities, claims, and losses occurring or resulting to COUNTY in
connection with the performance, or failure to perform, by COURT, its officers, agents, or employees
under this Agreement, and from any and all costs and expenses, damages, liabilities, claims, and losses
occurring or resulting to any person, firm, or corporation who may be injured or damaged by the
performance, or failure to perform, of COURT, its officers, agents, or employees under this Agreement.
The Parties disclaim in its entirety the pro rata risk allocation that could otherwise apply to this
Agreement pursuant to Government Code section 895.6. Instead, pursuant to Government Code
section 895.4, the Parties agree to use principles of comparative fault when apportioning any and all
losses that may arise out of the performance of this Agreement.
17.NOTICES
The persons and their addresses having authority to give and receive notices under this
Agreement include the following:
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COUNTY COURT
Kirk Haynes, Chief
Fresno County Probation
Department
3333 E American Ave., Ste. B
Fresno, CA 93725
Michael L. Elliott,
Court Executive Officer,
Superior Court of California,
County of Fresno
1100 Van Ness Avenue
Fresno, CA 93721
All notices between the COUNTY and the COURT provided for or permitted under this
Agreement must be in writing and delivered either by personal service, by first-class United States mail,
by an overnight commercial courier service, or by telephonic facsimile transmission. A notice delivered
by personal service is effective upon service to the recipient. A notice delivered by first-class United
States mail is effective three COUNTY business days after deposit in the United States mail, postage
prepaid, addressed to the recipient. A notice delivered by an overnight commercial courier service is
effective one COUNTY business day after deposit with the overnight commercial courier service,
delivery fees prepaid, with delivery instructions given for next day delivery, addressed to the recipient.
A notice delivered by telephonic facsimile is effective when transmission to the recipient is completed
(but, if such transmission is completed outside of COUNTY business hours, then such delivery shall be
deemed to be effective at the next beginning of a COUNTY business day), provided that the sender
maintains a machine record of the completed transmission. For all claims arising out of or related to
this Agreement, nothing in this section establishes, waives, or modifies any claims presentation
requirements or procedures provided by law, including but not limited to the Government Claims Act
(Division 3.6 of Title 1 of the Government Code, beginning with section 810).
18.GOVERNING LAW
Venue for any action arising out of or relating to this Agreement shall only be in Fresno County,
California. The rights and obligations of the parties and all interpretation and performance of this
Agreement shall be governed in all respects by the laws of the State of California.
19.ELECTRONIC SIGNATURES.
The parties agree that this Agreement may be executed by electronic signature as provided in
this section. An “electronic signature” means any symbol or process intended by an individual signing
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this Agreement to represent their signature, including but not limited to (1) a digital signature; (2) a
faxed version of an original handwritten signature; or (3) an electronically scanned and transmitted
(for example by PDF document) of a handwritten signature. Each electronic signature affixed or
attached to this Agreement (1) is deemed equivalent to a valid original handwritten signature of the
person signing this Agreement for all purposes, including but not limited to evidentiary proof in any
administrative or judicial proceeding, and (2) has the same force and effect as the valid original
handwritten signature of that person. The provisions of this section satisfy the requirements of Civil
Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3,
Part 2, Title 2.5, beginning with section 1633.1). Each party using a digital signature represents that
it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a),
paragraphs (1) through (5), and agrees that each other party may rely upon that representation. This
Agreement is not conditioned upon the parties conducting the transactions under it by electronic
means and either party may sign this Agreement with an original handwritten signature.
20.ENTIRE AGREEMENT
This Agreement, including all exhibits, constitutes the entire Agreement between
COUNTY and COURT with respect to the subject matter hereof and supersedes all previous agreement
negotiations, proposals, commitments, writings, advertisements, publications and understandings of
any nature whatsoever unless expressly included in this Agreement.
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IN WITNESS WHEREOF, the parties hereto have entered Into this Agreement as of the day and
2 , year first herelnabove written.
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4 SUPERIOR COURT OF CALIFORNIA
COUNTY OF FRESNO
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6 By:r'f\~~
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8 Print Name: Michael L. Elliott
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Title: Court Executive Officer
Date:
aJar-L i iwW By: __________ _
Print Name: Arlan L. Harrell
Title: Presiding Judge of the Court
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18 Date: 4 'lo 'l I
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Malling Address:
1100 Van Ness Avenue
Fresno, California 93724-0002
Phone No.: (559) 457-2010
Contact: Court Executive Officer
25 FOR ACCOUNTING USE ONLY:
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Fund/Subclass:
Organization:
Account/Program:
0001/10000
34300300
4895/0
COUNTY OF FRESNO
B~~A-~_
Steve Brandau, Chairman of the Board of
Supervisors of the County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of supervisors
County of Fresno, State of California
By: &Ail'/~&~
Deputy
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Fresno, CA