HomeMy WebLinkAboutAgreement A-18-250-3 Inpatient Psychiatric Services.pdfAgreement No . 18-250-3
AMENDMENT Ill TO AGREEMENT 1
2 THIS AMENDMENT , hereinafter referred to as Amendment Ill , is made and entered into
3 this 24th day of August , 2021 by and between the COUNTY OF FRESNO, a Political
4 Subdivision of the State of California , hereinafter referred to as "COUNTY", and each CONTRACTOR
5 to be listed in Exhibit A "List of Contractors " attached hereto and incorporated herein by reference, and
6 collectively hereinafter referred to as "CONTRACTOR(S)", and such addit ional CONTRACTOR(S) as
7 may , from time to time during the term of this Agreement , be added or deleted by COUNTY . Reference
8 in this Agreement to party or "parties" shall be understood to refer to COUNTY and each individual
9 CONTRACTOR(S), unless otherwise specified .
1 O WHEREAS , the parties entered into that certain Agreement , identified as COUNTY
11 Agreement No . A-18-250 , effective May 8 , 2018 , and COUNTY Amendment No. A-18-250-1 , effective
12 Septem ber 1, 2018, and County Amendment No. A-18-250-2 , effective September 1, 2018 hereinafter
13 collectively referred to as County Agreement No . A-18-250 , whereby , CONTRACTORS agreed to
14 provide inpatient psychiatric hospital services to Fresno County Beneficiaries eligible for such services
15 under the Medi-Cal program, pursuant to Sections 14700 et seq . and 14712 et seq . of the California
16 Welfare and Institutions Code and COUNTY may also determine the need to refer persons not eligible
17 for Medi-Cal; and
18 WHEREAS , the parties desire to amend the Agreement regarding changes as stated below and
19 restate t he Agreement in its entirety .
20 NOW, THEREFORE , for good and valuable consideration, the receipt and adequacy of which is
21 hereby acknowledged , the parties agree as follows :
22 1. That Section Fourteen (14) "Payment Provisions", Subsection D of the existing COUNTY
23 Agreement No. A-18-250, beginning on Page Twelve (12), Line Twenty-Seven (27) with the word "The "
24 and ending on Page Thirteen (13), Line Nine (9) with the amount "($30,500,000)." be replaced in its
25 entirety as follows:
26 ''The maximum combined amount payable to CONTRACTOR(S) by COUNTY for Inpatient
27 Psychiatric Hospital Services provided by CONTRACTOR(S) to Recipients, under the terms and
28 conditions of this Agreement for each fiscal year is: (FY) 2017-18 ending on June 30 ,2018, is Five
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Fresno , CA
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Hundred Thousand and No/100 Dollars ($500,000); FY 2018-19 is Five Million and No/100 Dollars
($5,000,000); FY 2019-20 is Five Million Five Hundred Thousand and No/100 Dollars ($5,500,000); FY
2020-21 is Twelve Million and No/100 Dollars ($12,000,000); FY 2021-22 is Twelve Million and No/100
Dollars ($12,000,000); FY 2022-23 is Twelve Million and No/100 Dollars ($12,000,000).
In no event shall the total maximum compensation amount for services provided by
CONTRACTORS collectively under the terms and conditions of this Agreement, which includes a three-
year two month base contract and two optional one-year extensions exceed Forty-Seven Million and
No/100 Dollars ($47,000,000).
In the event the maximum compensation amount in any individual fiscal year as noted above, is
not fully expended, said remaining unspent funding amounts shall rollover to each subsequent fiscal
year’s established maximum compensation.”
2. That Section Twenty-Eight (28) “Insurance”, Subsection A of the existing COUNTY
Agreement No. A-18-250, beginning on Page Twelve (24), Line Five (5) with the word “Commercial”
and ending on Page Twenty-Five (25), Line Twenty-Eight (28) with the word “better.” be replaced in its
entirety as follows:
“A. Commercial General Liability
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, 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
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 CONTRACTOR employs 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
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($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) annual aggregate.
CONTRACTOR agrees that it shall maintain, at its sole expense, in full force and effect for a period of
three (3) years following the 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 (if Contractor will have access to County’s PHI)
Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim, $2,000,000
annual aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is
undertaken by the CONTRACTOR 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. Sexual Abuse/Molestation
Sexual abuse / molestation liability insurance with limits of not less than One Million Dollars
($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) annual aggregate. This policy
shall be issued on a per occurrence basis.
Additional Requirements Relating to Insurance
CONTRACTOR shall obtain endorsements to the Commercial General Liability insurance
naming the County of Fresno, its officers, agents, and employees, individually and collectively, as
additional insured, 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 by COUNTY, its officers, agents and employees shall be excess only and
not contributing with insurance provided under CONTRACTOR's policies herein. This insurance shall
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not be cancelled or changed without a minimum of thirty (30) days advance written notice given to
COUNTY.
CONTRACTOR hereby waives its right to recover from COUNTY, its officers, agents, and
employees any amounts paid by the policy of worker’s compensation insurance required by this
Agreement. CONTRACTOR is solely responsible to obtain any endorsement to such policy that may be
necessary to accomplish such waiver of subrogation, but CONTRACTOR’s waiver of subrogation under
this paragraph is effective whether or not CONTRACTOR obtains such an endorsement.
Within Thirty (30) days from the date CONTRACTOR signs and executes this Agreement,
CONTRACTOR shall provide certificates of insurance and endorsement as stated above for all
of the foregoing policies, as required herein, to the County of Fresno, Department of Behavioral Health,
Contracted Services Division, 3133 N. Millbrook Avenue, Fresno, California, 93703 and
DBHContractedServicesDivision@fresnocountyca.gov, stating that such insurance coverage have been
obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be
responsible for any premiums on the policies; that such Commercial General Liability insurance names
the County of Fresno, 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 COUNTY, its officers, agents and employees, shall be excess only and not contributing
with insurance provided under CONTRACTOR'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 COUNTY.
In the event CONTRACTOR fails to keep in effect at all times insurance coverage as herein
provided, the COUNTY may, 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 A FSC VII or better.”
3. The parties agree that this Amendment III is sufficient to amend the Agreement; and that
upon execution of this Amendment III, the Agreement, Amendment I, Amendment II and Amendment III
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together shall be considered the Agreement.
The Agreement, as hereby amended, is ratified and continued. All provisions, terms,
covenants, conditions and promises contained in the Agreement and not amended herein shall remain
in full force and in effect. This Amendment III shall be effective February 1, 2021.
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1 IN WITNESS WHEREOF , the parties hereto have executed this Amendment Ill to Agreement No .
2 A-18-250 as of the day and year first hereinabove written .
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4 CONTRACTOR(S):
5 PLEASE SEE SIGNATURE
PAGES ATTACHED
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Steve B ndau , Chairman of the Board of
Supervisors of the County of Fresno
ATTEST:
Bernice E . Seidel
C lerk of the Board of Supervisors
County of Fresno , State of California
By : c:1)M ' I ~
Deputy
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18 FOR ACCOUNTING USE ONLY:
19 Fund/Subclass: 0001/10000
20 Organization : 56302666
Account/Program : 7223/0
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$47 ,000,000
$ 500 ,000
$5 ,000 ,000
$5 ,500 ,000
$12,000 ,000
$12 ,000 ,000
$12 ,000 ,000
Term Maximum
FY 2017-18 (Prorated)
FY 2018-19
FY 2019-20
FY 2020-21
FY 2021-22
FY 2022-23
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Fresno , CA