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HomeMy WebLinkAboutAgreement A-20-069 with Central Unified School District.pdfAgreement No . 20-069 1 AGREEMENT 2 3 THIS AGREEMENT is made and entered into this .2filb day of February, 2020, by and between the 4 COUNTY OF FRESNO, a Political Subdivision of the State of California, hereinafter referred to as 5 "COUNTY", and CENTRAL UNIFIED SCHOOL DISTRICT , whose address is 4605 N. POLK AVENUE , 6 Fresno, CA 93722, hereinafter referred to as "CENTRAL USD ." COUNTY and CENTRAL USO may be 7 collectively referred to herein as "Parties" or in the singular as "Party." 8 WI T N E S S E TH : 9 WHEREAS , CENTRAL USO desires to secure law enforcement services from the COUNTY, 10 through the Fresno County Sheriffs Office, at Central High School West campus , located at 2045 N. 11 Dickenson Avenue, Fresno, CA 93723 (referred to herein as the "Premises"); and 12 WHEREAS, COUNTY agrees to render such law enforcement services at the Premises on the 13 terms and conditions hereinafter set forth, and CENTRAL USO agrees to pay COUNTY the cost of 14 performing such services at the Premises at the rates and under the terms and conditions herein set forth . 15 NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions herein 16 contained, the parties hereto agree as follows : 17 1. SERVICES PROVIDED BY COUNTY 18 A. General Law Enforcement Services: COUNTY agrees its Sheriffs Office will 19 provide , within the limitations of this Agreement , law enforcement services consisting of one Deputy 20 Sheriff as set forth in Exhibit A , attached hereto and incorporated herein by this reference, for up to 21 1,440 hours of services for each school year . Duties to be performed by the Deputy Sheriff include 22 intervention, prevention, education, and law enforcement activities at the Premises during normal school 23 hours and operations, between mid-August and the end of June of every year. 24 B. Special Events Services : CENTRAL USD acknowledges , agrees, and represents 25 that SCHOOL events that require law enforcement services which occurs or take place outside of 26 normal school operations and hours , which are authorized by permit at the Premises, are not included in 27 the General Law Enforcement Services set forth in 1.A and are instead "Special Events Service(s)." 28 SCHOOL shall notify the Sheriffs Office at least thirty (30) days in advance of the need for any such -1- 1 Special Events SeNice(s) if and when CENTRAL USO desires COUNTY to provide law enforcement 2 seNices at such an event. In the event COUNTY provides Special Events SeNice(s), such seNices may 3 include inteNention, prevention, education, and/or law enforcement activities that are agreeable 4 between COUNTY and CENTRAL USO. The Fresno County Sheriff's Office or her or his designee, 5 acting on behalf of the COUNTY, is authorized to agree to provide some or all, to or decline to provide 6 any, of the Special Events SeNice(s) requested by CENTRAL USO. Special Events SeNice(s) are 7 chargeable to CENTRAL USO at the rates identified in Exhibit A. 8 C. The performance of General Law Enforcement SeNices and Special Event 9 SeNices, including the standards of performance, the discipline of officers, and all other matters incident 10 to the performance of law enforcement seNices and the control of law enforcement personnel, shall be 11 the right and responsibility of COUNTY. In the case of dispute between the Parties as to the extent, 12 duties, or functions to be rendered under this Agreement, or the minimum level or manner of such 13 performance of such seNices, the determination made by the COUNTY, through its Sheriff's Office, or 14 her or his designee, shall be final and conclusive. 15 2. TERM 16 The term of this Agreement shall be for a period of three (3) years, commencing on August 14, 17 2019 through and including June 30, 2022. This Agreement may be extended for two (2) additional 18 consecutive twelve ( 12) month periods upon written approval of both parties no later than thirty (30) days 19 prior to the first day of the next twelve (12) month extension period. The Sheriff or her or his designee is 20 authorized to execute such written approval on behalf of COUNTY based on CENTRAL USO'S satisfactory 21 performance. 22 23 3. TERMINATION 24 A. Non-Allocation of Funds -The terms of this Agreement, and the seNices to be 25 provided hereunder, are contingent on the approval of funds by the appropriating government agency. 26 Should sufficient funds not be allocated, the seNices provided may be modified, or this Agreement 27 terminated, at any time by giving the CENTRAL USO thirty (30) days advance written notice. 28 B. Breach of Contract -The COUNTY may immediately suspend or terminate this -2- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Agreement in whole or in part, where in the determination of the COUNTY there is: 1) An illegal or improper use of funds; 2) A failure to comply with any term of this Agreement; 3) A substantially incorrect or incomplete report submitted to the COUNTY; 4) Improperly performed service. C. Without Cause -Under circumstances other than those set forth above, this Agreement may be terminated by COUNTY upon the giving of thirty (30) days advance written notice of an intention to terminate to CENTRAL USO. 4. COMPENSATION/INVOICING: A. CENTRAL USO shall pay COUNTY the cost of performing General Law Enforcement Services at the Premises, as set forth in Section 1.A, above, at the applicable rate for such services as delineated in Exhibit A. CENTRAL USO will compensate COUNTY for a total of 1,440 hours of General Law Enforcement Services each school year for the term of this Agreement, to be paid over ten (10) payments for one-hundred-forty four (144) hours per payment. The total hours for the school year may be change before the school term, upon written approval of both parties no later than thirty (30) days prior to the beginning of the school term. B. As indicated in Exhibit A, the hourly rates to be charged by COUNTY, and subsequently paid by CENTRAL USO, are the rates set forth in the County's Master Schedule of Fees, Charges, and Recovered Costs, Section 2609, subdivision (a), for Regular (i.e. General Law Enforcement Services) and Overtime (i.e. Special Law Enforcement Services) rates, in place at the time the services are provided. The parties agree that if and when the Master of Schedule of Fees, Charges, and Recovered Costs, Section 2609, subdivision (a), is amended, changed, or revised, in any way that changes the rates being charged for the services identified in this Agreement, that the new rates will be charged by COUNTY, and paid by CENTRAL USO, for any services provided pursuant to this Agreement, from the date of the amendment, change, or revision, going forward. The parties further agree that if and when the Master of Schedule of Fees, Charges and Recovered Costs is amended, changed, or revised, in any way that changes the rates being charged for the services identified in this Agreement, such amended, changed, or revised rate will automatically and without any notice to CENTRAL USO be incorporated into this -3- 1 Agreement, replacing any contrary or conflicting rate, from the effective date of the amendment, change, or 2 revision in the rate(s), and will become the new rate to be paid by CENTRAL USO to COUNTY for services 3 provided, from the effective date of the rate change forward. The parties acknowledge that the County's 4 Master Schedule of Fees, Charges, and Recovered Costs is subject to change. 5 C. COUNTY shall submit monthly invoices to CENTRAL USO and CENTRAL USO shall 6 pay COUNTY within thirty (30) calendar days of receipt of any such invoice. At the expiration or termination 7 of this Agreement, COUNTY may, in the discretion of Sheriff or her or his designee, submit a final invoice 8 for all amounts then unpaid, including any remaining, unpaid portion of the 1,440 hours of General Law 9 Enforcement Services, and CENTRAL USO shall pay the full amount of this final invoice within thirty (30) 1 O days of receipt thereof. Any payment made more than 30 days after receipt of an invoice may result in 11 contract termination or service reduction, in the sole discretion of the Fresno County Sheriff's Office, without 12 any penalty or recourse against COUNTY. 13 5. INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations assumed 14 by COUNTY under this Agreement, it is mutually understood and agreed that COUNTY, including any and 15 all of the COUNTY'S officers, agents, and employees will at all times be acting and performing as an 16 independent contractor, and shall act in an independent capacity and not as an officer, agent, servant, 17 employee, joint venturer, partner, or associate of the CENTRAL USO. Furthermore, CENTRAL USO shall 18 have no right to control or supervise or direct the manner or method by which COUNTY shall perform its 19 work and function. However, CENTRAL USO shall retain the right to administer this Agreement so as to 20 verify that COUNTY is performing its obligations in accordance with the terms and conditions thereof. 21 CENTRAL USO and COUNTY shall comply with all applicable provisions of law and the rules and 22 regulations, if any, of governmental authorities having jurisdiction over matters the subject thereof. 23 The Parties shall be solely liable and responsible for providing to, or on behalf of, their employees 24 all legally-required employee benefits. In addition, Parties shall be solely responsible and save the other 25 Party harmless from all matters relating to payment of each Party's employees, including compliance with 26 Social Security withholding and all other regulations governing such matters. 27 6. MODIFICATION: Any matters of this Agreement may be modified from time to time by the 28 written consent of all the parties without, in any way, affecting the remainder. -4- 1 7. NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor 2 their rights or duties under this Agreement without the prior written consent of the other party. 3 8. HOLD HARMLESS: CENTRAL USO agrees to indemnify, save, hold harmless, and at 4 COUNTY'S request, defend the COUNTY, its officers, agents, and employees from any and all costs and 5 expenses (including attorney's fees and costs), damages, liabilities, claims, and losses occurring or 6 resulting to COUNTY in connection with the performance, or failure to perform, by CENTRAL USO, its 7 officers, agents, or employees under this Agreement, and from any and all costs and expenses (including 8 attorney's fees and costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm, 9 or corporation who may be injured or damaged by the performance, or failure to perform, of CENTRAL 10 USO, its officers, agents, or employees under this Agreement. 11 COUNTY agrees to indemnify, save, hold harmless, and at CENTRAL USD's request, defend the 12 CENTRAL USO, its officers, agents, and employees from any and all costs and expenses, damages, 13 liabilities, claims, and losses occurring or resulting to CENTRAL USO in connection with the performance, 14 or failure to perform, by COUNTY, its officers, agents, or employees under this Agreement, and from any 15 and all costs and expenses, damages, liabilities, claims, and losses occurring or resulting to any person, 16 firm, or corporation who may be injured or damaged by the performance, or failure to perform, of COUNTY, 17 its officers, agents, or employees under this Agreement. 18 9. INSURANCE 19 Insurance Requirements Related to CENTRAL USO 20 Without limiting the COUNTY's right to obtain indemnification from CENTRAL USO or any third 21 parties, CENTRAL USO, at its sole expense, shall maintain in full force and effect, the following 22 insurance policies or a program of self-insurance, including but not limited to, an insurance pooling 23 arrangement or Joint Powers Agreement (JPA) throughout the term of the Agreement: 24 A Commercial General Liability 25 Commercial General Liability Insurance with limits of not less than Two Million Dollars 26 ($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000.00). This 27 policy shall be issued on a per occurrence basis. COUNTY may require specific coverages including 28 completed operations, products liability, contractual liability, Explosion-Collapse-Underground, fire legal -5- 1 liability or any other liability insurance deemed necessary because of the nature of this contract. 2 B. Automobile Liability 3 Comprehensive Automobile Liability Insurance with limits of not less than One Million Dollars 4 ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should include any auto 5 used in connection with this Agreement. 6 C. Professional Liability 7 If CENTRAL USO employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W., M.F.C.C.) in 8 providing services, Professional Liability Insurance with limits of not less than One Million Dollars 9 ($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) annual aggregate. 10 D. Worker's Compensation 11 A policy of Worker's Compensation insurance as may be required by the California Labor 12 Code. 13 E. Molestation 14 Sexual abuse/ molestation liability insurance (including but not limited to corporal 15 punishment liability, sexual abuse and molestation liability, and child abduction liability) with limits of not 16 less than One Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) annual 17 aggregate. This policy shall be issued on a per occurrence basis. 18 Additional Requirements Relating CENTRAL USO Insurance 19 CENTRAL USO shall obtain endorsements to the Commercial General Liability insurance naming 20 the County of Fresno, its officers, agents, and employees, individually and collectively, as additional 21 insured, but only insofar as the operations under this Agreement are concerned. Such coverage for 22 additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained 23 by COUNTY, its officers, agents and employees shall be excess only and not contributing with insurance 24 provided under CENTRAL USD's policies herein. This insurance shall not be cancelled or changed without 25 a minimum of thirty (30) days advance written notice given to COUNTY. 26 CENTRAL USO hereby waives its right to recover from COUNTY, its officers, agents, and 27 employees any amounts paid by the policy of worker's compensation insurance required by this 28 Agreement. CENTRAL USO is solely responsible to obtain any endorsement to such policy that may be -6- 1 necessary to accomplish such waiver of subrogation, but CENTRAL USO's waiver of subrogation under 2 this paragraph is effective whether or not CENTRAL USO obtains such an endorsement. 3 Within Thirty (30) days from the date CENTRAL USO signs and executes this Agreement, 4 CENTRAL USO shall provide certificates of insurance and endorsement as stated above for all of the 5 foregoing policies, as required herein, to the County of Fresno, Sheriff's Business Office, 2200 Fresno 6 Street, Fresno, CA 93721 , stating that such insurance coverage have been obtained and are in full force; 7 that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on 8 the policies; that for such worker's compensation insurance the CENTRAL USO has waived its right to 9 recover from the COUNTY, its officers, agents, and employees any amounts paid under the insurance 10 policy and that waiver does not invalidate the insurance policy; that such Commercial General Liability 11 insurance names the County of Fresno, its officers, agents and employees, individually and collectively, as 12 additional insured, but only insofar as the operations under this Agreement are concerned; that such 13 coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, 14 maintained by COUNTY, its officers, agents and employees, shall be excess only and not contributing with 15 insurance provided under CENTRAL USO's policies herein; and that this insurance shall not be cancelled 16 or changed without a minimum of thirty (30) days advance, written notice given to COUNTY. 17 In the event CENTRAL USO fails to keep in effect at all times insurance coverage as herein 18 provided, the COUNTY may, in addition to other remedies it may have, suspend or terminate this 19 Agreement upon the occurrence of such event. 20 All policies shall be issued by admitted insurers licensed to do business in the State of California, 21 and such insurance shall be purchased from companies possessing a current A.M. Best, Inc. rating of A 22 FSC VI I or better. 23 Insurance Requirements Related to COUNTY 24 Without limiting the CENTRAL USO's right to obtain indemnification from COUNTY or any third 25 parties, COUNTY, at its sole expense, shall maintain in full force and effect, the following insurance 26 policies or a program of self-insurance, including but not limited to, an insurance pooling arrangement or 27 Joint Powers Agreement (JPA) throughout the term of the Agreement: 28 -7- 1 E. Commercial General Liability 2 Commercial General Liability Insurance with limits of not less than Two Million Dollars 3 ($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000.00). This 4 policy shall be issued on a per occurrence basis. CENTRAL USD may require specific coverages 5 including completed operations, products liability, contractual liability, Explosion-Collapse-Underground, fire 6 legal liability or any other liability insurance deemed necessary because of the nature of this contract. 7 F. Automobile Liability 8 Comprehensive Automobile Liability Insurance with limits of not less than One Million Dollars 9 ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should include any auto 10 used in connection with this Agreement. 11 G. Professional Liability 12 If COUNTY employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W., M.F.C.C.) in providing 13 services, Professional Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00) per 14 occurrence, Three Million Dollars ($3,000,000.00) annual aggregate. 15 H. Worker's Compensation 16 A policy of Worker's Compensation insurance as may be required by the California Labor Code. 17 E. Molestation 18 Sexual abuse/ molestation liability insurance (including but not limited to corporal punishment 19 liability, sexual abuse and molestation liability, and child abduction liability) with limits of not less than One 20 Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) annual aggregate. This 21 policy shall be issued on a per occurrence basis. 22 Additional Requirements Relating to County Insurance 23 COUNTY shall obtain endorsements to the Commercial General Liability insurance naming the 24 CENTRAL USD, its officers, agents, and employees, individually and collectively, as additional insured, but 25 only insofar as the operations under this Agreement are concerned. Such coverage for additional insured 26 shall apply as primary insurance and any other insurance, or self-insurance, maintained by CENTRAL 27 USD, its officers, agents and employees shall be excess only and not contributing with insurance provided 28 under COUNTY's policies herein. This insurance shall not be cancelled or changed without a minimum of -8- 1 thirty (30) days advance written notice given to CENTRAL USD. 2 COUNTY hereby waives its right to recover from CENTRAL USO, its officers, agents, and 3 employees any amounts paid by the policy of worker's compensation insurance required by this 4 Agreement. COUNTY is solely responsible to obtain any endorsement to such policy that may be 5 necessary to accomplish such waiver of subrogation, but COUNTY's waiver of subrogation under this 6 paragraph is effective whether or not COUNTY obtains such an endorsement. 7 Within Thirty (30) days from the date COUNTY signs and executes this Agreement, COUNTY shall 8 provide certificates of insurance and endorsement as stated above for all of the foregoing policies, as 9 required herein, to the Central Unified School District, Business Office, 4605 N. Polk, Fresno, CA 93722, 10 stating that such insurance coverage have been obtained and are in full force; that the Central Unified 11 School District, its officers, agents and employees will not be responsible for any premiums on the policies; 12 that for such worker's compensation insurance the COUNTY has waived its right to recover from the 13 CENTRAL USD, its officers, agents, and employees any amounts paid under the insurance policy and that 14 waiver does not invalidate the insurance policy; that such Commercial General Liability insurance names 15 the Central Unified School District, its officers, agents and employees, individually and collectively, as 16 additional insured, but only insofar as the operations under this Agreement are concerned; that such 17 coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, 18 maintained by CENTRAL USD, its officers, agents and employees, shall be excess only and not 19 contributing with insurance provided under COUNTY's policies herein; and that this insurance shall not be 20 cancelled or changed without a minimum of thirty (30) days advance, written notice given to CENTRAL 21 USO. 22 In the event COUNTY fails to keep in effect at all times insurance coverage as herein provided, the 23 CENTRAL USO may, in addition to other remedies it may have, suspend or terminate this Agreement upon 24 the occurrence of such event. 25 All policies shall be issued by admitted insurers licensed to do business in the State of California, 26 and such insurance shall be purchased from companies possessing a current A.M. Best, Inc. rating of A 27 FSC VI I or better. 28 -9- 1 10. AUDITS AND INSPECTIONS: The CENTRAL USO shall at any time during business hours, 2 and as often as the COUNTY may deem necessary, make available to the COUNTY for examination all of 3 its records and data with respect to the matters covered by this Agreement. The CENTRAL USO shall, 4 upon request by the COUNTY, permit the COUNTY to audit and inspect all of such records and data 5 necessary to ensure CENTRAL USD'S compliance with the terms of this Agreement. 6 If this Agreement exceeds ten thousand dollars ($10,000.00), COUNTY and CENTRAL USO shall 7 be subject to the examination and audit of the Auditor General for a period of three (3) years after final 8 payment under contract (Government Code Section 8546.7). 9 11. NOTICES: The persons and their addresses having authority to give and receive notices under 10 this Agreement include the following: 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COUNTY COUNTY OF FRESNO Sheriff-Coroner-Public Administrator 2200 Fresno Street Fresno, CA 93721 Attention: Business Office FAX No.: 559-488-3699 CONTRACTOR Central Unified School District Attention: District Administrator 4605 N. Polk Avenue Fresno, CA 93722 Attention: Business Office FAX No.: 559-276-2983 All notices between the COUNTY and CENTRAL USO 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 OR CENTRAL USO business hours, then such delivery shall be deemed to be effective at the next beginning of a COUNTY OR CENTRAL USO 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 -10- 1 requirements or procedures provided by law, including but not limited to the Government Claims Act 2 (Division 3.6 of Title 1 of the Government Code, beginning with section 810). 3 12. GOVERNING LAW: Venue for any action arising out of or related to this Agreement shall only 4 be in Fresno County, California. 5 The rights and obligations of the parties and all interpretation and performance of this Agreement 6 shall be governed in all respects by the laws of the State of California. 7 13. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the 8 CENTRAL USO and COUNTY with respect to the subject matter hereof and supersedes all previous 9 Agreement negotiations, proposals, commitments, writings, advertisements, publications, and 10 understanding of any nature whatsoever unless expressly included in this Agreement. 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 -11- 1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year 2 first hereinabove written. 3 4 CENTRAL UNIFIED SCHOOL COUNTY OF FRESNO 5 01 ~c2.e 6 (Authorized Signature) E. ~ 4,. ~ ~ 7 ~' o i~,v Ernest Buddy Mendes :Cai rman of the Board of Supervisors of the County of Fresno 8 Andrew G . Alvarado , Superintendent 9 4605 N. POLK AVENUE 10 FRESNO , CA 93722 11 12 Mailing Address 13 14 15 16 17 18 FOR ACCOUNTING USE ONLY: 19 ORG : 20 Account: 21 Fund : 22 Subclass : 23 24 25 26 27 28 31113964 4975 0001 10000 ATTEST: Bernice E. Seidel Clerk of the Board of Supervisors County of Fresno , State of Cal ifornia By: ~~ :&sbof> Deputy -12- 1 2 3 4 5 6 "Exhibit A" Central Unified School District Sheriff-Coroner-Public Administrator, County of Fresno 7 I. General Law Enforcement Services, One Deputy 8 SCHOOL agrees to pay COUNTY for providing General Law Enforcement Services under Sections 1.A 9 and 4 of the Agreement, as follows: 10 • COUNTY will provide one Deputy Sheriff, at the then current rate (i.e. the rate listed at the time the 11 service is provided) listed in the Master Schedules of Fees Charges, and Recovered Costs, Section 12 2609, subdivision (a), for a Deputy Sheriff Ill at the "Regular" hourly rate, per hour. SCHOOL 13 acknowledges that these are subject to change, as delineated in the Agreement. The total amount 14 of the General Law Enforcement Services to be provided and paid for, and the manner of invoicing, 15 is depicted in the Agreement. 16 17 11. Special Events Services 18 SCHOOL agrees to pay COUNTY for providing Special Event Service(s), under Sections 1.B and 4 of the 19 Agreement, as follows: 20 • At the current rate (i.e. the rate listed at the time the service is provided) in the Master Schedule of 21 Fees, Charges, and Recovered Codes, Section 2609, subdivision (a), a Deputy Sheriff Ill at the 22 "Overtime" hourly rate, per hour, per Deputy, and SCHOOL acknowledges that these rates are 23 subject to change, as delineated in the Agreement. 24 25 26 27 28 -13-