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HomeMy Public PortalAbout019-2017 - HR - Centerstone - Employee Assistance ProgramPROFESSIONAL CONSULTING SERVICES AGREEMENT THIS AGREEMENT made and entered into this � day of Qr , 2017, and referred to as Contract No. 19-2017, by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City") and Centerstone of America, d/b/a Advantage Behavioral Health, Inc. d/b/a Solutions EAP, 601 Washington, Suite 102, Columbus, Indiana, 47201 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to provide professional consultation advisory services for the Employee Assistance Program (`BAP") for the City of Richmond Human Resources Department. The proposal of Contractor, received on January 30, 2017, is attached hereto as Exhibit "A", which Exhibit consists of four (4) pages, and is hereby incorporated by reference and made a part of this Agreement. Contractor shall perform all work and provide all services described on Exhibit "A." Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. Contractor shall perform all work herein in a timely manner, conforming to all applicable professional standards. The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2); and 3. A purchase order has been issued by the Purchasing Department. SECTION II. STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. SECTION III. COMPENSATION City shall pay Contractor a sum not to exceed One Dollar and Seventy-five Cents ($1.75) per employee, per month, for EAP services and for the complete performance of all work described herein in a satisfactory and proper manner. Contract No. 19-2017 Page 1 of 5 SECTION IV. TERM OF AGREEMENT This Agreement shall be effective when signed by all parties and shall continue in effect until December 31, 2018. This agreement shall not automatically renew. Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure, for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report, other work product, or advice, whether oral or written, by the Contractor to the City that is incorrect, incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to make payment for all work performed prior to the date this Agreement is terminated, but shall be relieved of any other responsibility herein. This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub -contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation & Disability Requirements Statutory B. Employer's Liability $100,000 C. Malpractice/Errors & Omissions Insurance $1,000,000 each occurrence $2,000,000 each aggregate Page 2 of 5 SECTION VI. COMPLIANCE WITH WORKER'S COMPENSAT_I.ON LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION VII. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual damages. SECTION VIII. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety (90) day period set forth above. SECTION IX. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub -contractor, or any person acting on behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. Page 3 of 5 B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees: That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub -contractor, shall not discriminate by reason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub -contractor, or any person action on behalf of Contractor or any sub -contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex, national origin or ancestry; 3. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. SECTION X. MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties, their successors and assigns. This document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum, venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Wayne County, Indiana, regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Page 4 of 5 Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Public Works and Safety By: ��u _ Vicki Robinson, President By:2 l _ Richard Foore, Member Anthony L. Foster, II, Member Date: p? —16 —�/ APPROVED: David M. ow, ayor Date: 2— / q --9 / 9 "CONTRACTOR" CENTERSTONE OF AMERICA ADVANTAGE BEHAVIORAL HEALTH, INC. DB/A SOLUTIONS EAP 601 Washington, Suite 102 Columbus, Indiana, 47201 By: ��-�- Printed: PA- ph e lo- l— k 0 S T E (, Title: Sin E �u-�vY� � �ireC- Date: 01 - o2 9-- 13- Page 5 of 5 CONTRACT FOR EMPLOYEE ASSISTANCE SERVICES THIS AGREEMENT is entered into by and between Advantage Behavioral Health d/b/a Solutions EAP ("Solutions"), an Indiana corporation, and the City of Richmond (City), an Indiana municipality. WHEREAS, Solutions is engaged in the business of providing Employee Assistance Programs (EAPs) on a contract basis; and WHEREAS, City desires to engage Solutions to provide an Employee Assistance Program (EAP) for employees and household members on a contract basis. NOW, THEREFORE, the parties hereto agree as follows: EAP Services. Solutions agrees to provide EAP services for employees/household members. The services to be performed by Solutions are described in Exhibit A. Solutions' services will be provided by licensed professionals. The performance standards outlined in Exhibit B (Performance Standards) will be followed by Solutions in providing EAP services. Solutions will provide EAP services through Solutions, or through a provider selected by Solutions. City agrees and understands that Solutions may utilize a provider to provide some of the EAP services described herein. 2. Promotion of Services. City agrees to introduce City employees to the benefit of EAP services, provide the time and space for training of supervisors, and allow the posting and distribution of promotional materials. 3. Administration. Solutions' contact with City for purposes of administering the EAP shall be City's` Human Resources Director or designee (Administrator). Annual EAP utilization reports will be issued by Solutions to the Administrator. 4. Term. The term of this contract shall begin effective January 1, 2017 and shall continue through December 31, 2018. 5. Professional Liability Insurance Solutions shall procure and maintain, at its expense, professional liability insurance in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000) aggregate or umbrella coverage. Solutions shall also assure that Practitioners procure and maintain professional liability insurance in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000) aggregate or umbrella coverage for professionals and One Million Dollars ($1,000,000) per occurrence and One Million Dollars ($1,000,000) aggregate or umbrella coverage for all Practitioners, unless they are covered under Solutions' insurance policies in the amounts set forth above. Upon execution of this Agreement and thereafter upon request of the City, Solutions shall provide written verification of the existence of all coverages upon request. 6. Indemnification. Solutions agrees to indemnify, defend, and hold City and its affiliates, successors, officers, directors, agents and employees harmless from any and all actions, causes of action, claims, demands, cost, liabilities, expenses and damages (including reasonable attorney's fees) arising out of or in connection with any breach of the Agreement by Solutions, or the gross negligence, recklessness, or willful misconduct of Solutions or its employees or agents in connection with its performance of its obligations set forth in this Agreement. City agrees to indemnify, defend, and hold Solutions and its affiliates, successors, officers, directors, agents and employees harmless from any and all actions, causes of action, claims, demands, cost, liabilities, expenses and damages (including reasonable attorney's fees) arising out of or in connection with any breach of the Agreement by City, or the gross negligence, recklessness, or willful misconduct of City or its employees or agents in connection with its performance of its obligations set forth in this Agreement. 7. Compensation. For all services rendered by Solutions under this contract City shall pay to Solutions $1.75 per employee per month for EAP services. Both parties to this agreement may consider revised rates at the end of each contract year. Billing and payment will take place monthly. Notices. Any notice to be given under this Agreement shall be in writing, and sent by certified mail to Solutions EAP, 601 Washington, Suite 102, Columbus, IN 47201, and to: Richmond City Hall, Human Resources Department, 50 North Fifth Street, Richmond, IN 47374 9. Waiver of Breach. The waiver by either party of a breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach. 10. Entire Agreement. This instrument contains the entire agreement of the parties. This Agreement may not be changed orally but only by an agreement in writing signed by the party against whom enforcement of any term is sought. 11. Indiana Law. This Agreement shall be interpreted according to the laws of the State of Indiana. IN WITNESS WHEREOF, the parties have executed this Agreement on the date written below. CITY OF R CJ - -- a Date: Title: SOLUTIONS EAP By: XX-L .. Date: f}-VA E(,, 4 U ST € p__ Title: ly-4,e-t-t I-o c,y - � b�-(2Ctc),- 4�" EXHIBIT A EAP SERVICES TO BE PROVIDED Solutions will provide EAP and related services to City employees and household members including but not limited to: Employee Assistance Services 1. Assessment and short-term problem solving services up to six (6) sessions, including emergency evaluations. 2. If a referral to consultation/treatment beyond the EAP is warranted: A. Follow-up with employee/household member to assure satisfaction with services provided. B. Regular contact with treatment provider to monitor progress. 3. Ongoing management consultation with supervisors/management when difficult personnel issues arise. 4. Guidance on management referrals for employees and follow-up with the supervisor when a mandatory referral if designated and release is obtained. 5. Promotion of EAP with posters, literature, brochures, newsletter articles, etc. to enhance employee/household member awareness of services available. 6. Employee orientations to review the EAP program, its offerings, and how to access it. 7. Training for supervisory personnel focusing on EAP policies and procedures, the supervisor's role, employee problem recognition, referral procedures, and program benefits. 8. Access to the Work/Life online resources available through the Solutions EAP website. 9. Staff or management training on issues identified through EAP. (two sessions of one hour each) 10. Crisis Incident Response when needed. 11. Annual program utilization reports to management. 12. Consumer satisfaction feedback regarding use of EAP service. EXHIBIT B PERFORMANCE STANDARDS Solutions and its providers will adhere to the following standards: 1. All requests are handled in a friendly and professional manner; phones will be answered promptly. 2. Appointments for routine referrals will be offered within three working days. 3 Crisis referrals will be assessed the same day. 4. Assessments will be face to face. 5. A working knowledge of referral sources will be maintained. Any referrals will be sensitive to the needs of the employee/household member, clinically and financially. 6. Every employee/household member will be given the opportunity to provide satisfaction feedback on EAP service received.