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HomeMy Public PortalAbout031-2021 - Finance- Centerstone Solutions - EAP Services PROFESSIONAL CONSULTING SERVICES AGREEMENT THIS AGREEMENT made and entered into this // day of Ara , 2021, and referred to as Contract No. 31-2021, 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 Solutions, Inc., 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 ("EAP") for the City of Richmond Human Resources Department. The proposal of Contractor, received on February 28, 2021, is attached hereto as Exhibit "A", which Exhibit consists of five (5)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. Contract No. 31-2021 Page 1 of 6 SECTION III. COMPENSATION City shall pay Contractor a total sum not to exceed Seven Thousand Dollars and Zero Cents ($7,000.00) for EAP services and for the complete performance of all work described herein in a satisfactory and proper manner. SECTION IV. TERM OF AGREEMENT This Agreement shall be effective when signed by all parties, to be effective in accordance with its terms as of March 1, 2021, and shall continue in effect until December 31, 2022. 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. This Agreement may also be terminated by the City if a force-majeure event occurs and the results or aftereffects of said event causes the performance of this Agreement to become impossible or highly impracticable. Said event or results or aftereffects of said event would include events or effects which the parties to this Agreement could not have anticipated or Page 2 of 6 controlled. Examples of a force-majeure event, or its results, would include, but would not be limited to, events such as an Act of God, an Act of Nature, an Act of Law, or an Emergency Act of Executive Enforcement of the Federal government,the State of Indiana, or local government. 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 SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION 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 Page 3 of 6 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. RAN 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. B. Pursuant to Indiana Code 5-16-6-1,the Contractor agrees: 1. 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; Page 4 of 6 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. 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. Page 5 of 6 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" "CONTRACTOR" THE CITY OF RICHMOND, CENTERSTONE SOLUTIONS, INC. INDIANA by and through its 601 Washington, Suite 102 Board of Public Works and Safety Columbus, Indiana, 47201 By: ga. By: AW1-4-74-1A-4(M'-'7---1 Vicki Robinson, President Laura A. Gibbons, Program Director By: Date: y)1 LJ U Ll Emily P er,Member si ----- ' By: Matt Evans, Member (--- ) APPROVE : — — avid M.` , ayor Date: 03 (lo 7-6Z( Page 6 of 6 EMPLOYEE ASSISTANCE PROGRAM (EAP) SERVICE AGREEMENT The Employee Assistance Program(EAP) Services Agreement shall become effective on the 1st day of March 2021,by and between Centerstone Solutions (hereafter referred to as "SOLUTIONS") and City of Richmond (hereafter referred to as "CLIENT"). Pursuant to this agreement, SOLUTIONS and CLIENT agree to the following terms. A. SOLUTIONS SHALL PROVIDE TIlE FOLLOWING: 1. Problem-solving and coaching services for employees and their household members, including regular full-time and part-time employees. The EAP is a short-term problem- solving model and eligible individuals will receive six(6) sessions per person,per issue,per year on a confidential self-referral or a supervisory referral basis. 2. The EAP model focuses on short-term problem solving,which shall consist of assessment, brief problem resolution, and referral as appropriate. Individuals will receive a brief intervention plan based on the presenting issue,treatment goals, and appropriate interventions based on session eligibility. These services are not to be considered free mental health benefits for which the individual may be covered,but rather services available prior to entering mental health benefits to resolve life issues that may impact the normal productive functioning of an employee. 3. Confidentiality will be maintained and the limits of confidentiality will be explained to each employee and or participating individuals prior to their program participation. 4. Access to EAP is available on a 24-hour a day, seven-day a week basis via a toll free telephone number, including access to crisis line services if needed. • 5. Locations for service includes a provider network with office locations to accommodate those seeking confidential appointments during day or evening hours at a location convenient to the individual's work or home. 6. Referrals will be made when in the best interest of the employee or household member. A referral is typically made to a professional to meet the treatment needs identified during the assessment. Other referrals will be made to community agencies, legal or financial professionals, or other entities deemed appropriate. Fees for professional services by resources other than those described herein as provided by SOLUTIONS shall be the responsibility of the employee or individual,his or her group health plan, or other benefit programs, as applicable. • 7. EAP Professional Services will be provided by individuals with a minimum of a master's degree, meeting the state licensing board requirements for their profession. These shall include a combination of licensed clinical social workers,marriage and family therapists, mental health counselors, addiction counselors, and other behavioral health clinicians as defined by the state of practice. LEXHIBT &PAGE k OF $ 1 1 8. Client records shall be respected and kept confidential. Indiana Code 25-40 ensures privacy of employee assistance records. In the event there is a potential threat of harm to one-self or others, appropriate notification shall be made, and confidentiality breached, in accordance with the law. 9. Insurance will be maintained with limits of$1 million(per occurrence)/$3 million(general aggregate)professional liability errors & omissions coverage (including malpractice) and$1 million(per occurrence)/$3 million(general aggregate) comprehensive general liability coverage(including mental anguish). 10. Employee & Supervisory Orientations will be provided to inform employees of EAP services available, as well as resources available to managers and supervisors. 11. Basic Supervisory Training will be provided to supervisors/managers on how to identify and address job performance issues, learn ways to utilize EAP resources such as management consultations and the management referral process, and receive other helpful supervisory tools to optimize employee performance. 12. WorkplaceTraining on topics such;_as leadership development;professional skills development,workplace:respect,wellness,and achieving balance are available at a rate.of $300/hour: 13. Management Consultations &Referrals are available on an ongoing basis. An EA Professional will consult with managers/supervisors to develop a course of action for employees or work teams who are not functioning at their best. When appropriate,the EA Professional will guide leadership on making a fou nal management or mandatory referral. 14. Critical Incident Response (OR) services are available when an unexpected or traumatic event impacts the workplace. 15. Onsite Health/Wellness or Benefit Fairs attendance to educate employees of EAP services will be provided by SOLUTIONS. 16. Utilization Reports will be provided on a quarterly basis to quantify the use of EAP services and trends relating to demographics, issues,referrals, organizational services, etc. 17. Promotional materials to promote the EAP and its services will be provided on an ongoing basis to CLIENT. 18. Work/Life Online Resource (fundamental) shall be available to all employees and their household members with a company password assigned to access resources to help with professional and daily living needs. 19. : Consultations including telephonic financial consultations and access to a network of attorneys to receive a free 30-minute legal consultation with 25%off attorney's standard service rate are.available: EXHIBIT A PAGE 0- OF 5 2 B. SCOPE OF SERVICES: Due to the dual client relationship that is inherent in an EAP, services which impact both the company and the employee are outside the EAP's scope of service. An example of this is providing a Fitness for Duty evaluation to determine whether an employee is able to perform duties due to their current mental or emotional state. Although SOLUTIONS would not provide the evaluation, we would assist in a referral to a psychologist trained in performing these types of evaluations. Other services which fall outside the EAP scope of service include services which do not match a short-term intervention model such as court reports and psychological testing which is a specific function within testing and evaluation services. A list of services that are outside the scope of the EAP include: • Family Medical Leave Act evaluations • • Fitness for Duty evaluations • Evaluations for worker's compensation claims, disability claims, or legal proceedings • Court-ordered treaftnent and services • Custody evaluations • Psychological testing C. CLIENT SHALL PROVIDE THE FOLLOWING: 1. Implementation assistance of the EAP by advising employees of the existence of the EAP through the following: program announcement via mail or email; displaying brochures, information cards, and posters in public places; include EAP information in employee handbook and new hire packets; links on intranet if applicable; and integrate into appropriate policies and training programs. 2. Promotion of the EAP program to employees on an ongoing basis and distribute information as provided by SOLUTIONS. 3. Training space and time to allow for EAP orientations,training of supervisors, and other training as scheduled by CLIENT. 4. Employee count on at least a yearly basis or as designated by SOLUTIONS. 5. Health Benefit Administrator information will be provided to SOLUTIONS including the benefit plan administrator contact information and health benefit plan information and guidelines to assist the EAP when a referral may be necessary. 6. Company Policies to SOLUTIONS related to EAP services such as union agreements and workplace policies related to substance use, attendance,workplace violence, etc. "EXHIBIT A PAGE 3 OF 5 3 D. COMPENSATION: CLIENT will be billed monthly in the amount of$1.50 per employee per month for all services rendered by SOLUTIONS under this agreement.Payment is due within 30 days of invoice. Both parties to this agreement may consider service changes and revised rates at the end of the contracted year. E. INDEM IFICATION: SOLUTIONS will indemnify and hold CLIENT and its affiliates or subsidiaries harmless from any and all loss,liability, expenses (including reasonable attorney fees) and claim for damages or injury arising or allegedly arising from SOLUTIONS's provision of services,treatment or referrals under this agreement, including any malpractice action. CLIENT will indemnify and hold SOLUTIONS from any and all liability, loss, expenses (including reasonable attorney fees) and claim for damages or injury arising solely from CLIENT's or an affiliate or subsidiary's actions to SOLUTIONS,relating to a particular employee who has sought assistance under the EAP. F. THIS AGREEMENT This agreement will be binding on CLIENT and its successors and assigns and on SOLUTIONS and its successors and assigns. G. GENERAL TERMS AND CONDITIONS 1. Term: This agreement is effective March 1,2021, and shall continue through December 31, 2022. 2. Confidentiality: Neither party shall request of the other party the disclosure of confidential information concerning any eligible person unless as required by law,without first obtaining a written consent from the individual or by the individual's legal representative. In addition, any information concerning CLIENT, its products, services,personnel policies, or any other aspect of its business learned by SOLUTIONS in the course of providing services under this Agreement shall be held in confidence and not disclosed by SOLUTIONS without the prior written consent of CLIENT.Notwithstanding the confidential treatment of CLIENT's business information, SOLUTIONS may identify CLIENT's as its client. 3. Amendment: This Agreement represents the final expression of all terms and conditions of the Agreement and supersedes all prior written or oral representations, agreements,terms or conditions affecting this Agreement. This Agreement may only be amended by a subsequent written agreement signed by both parties. 4. Illegal or Invalid Provisions: In the event any provision of this Agreement is held illegal or invalid for any reason, such illegality or invalidity will not affect the remaining parts of this Agreement and the Agreement will be construed and enforced as if the invalid provision had never been inserted. 1EXHIEIT Pi PAGE OF 5 4 5. CLIENT and SOLUTIONS hereby agree that this Agreement in no way constitutes a principal or agency relationship, and specifically that SOLUTIONS is not the agent for CLIENT nor any of its affiliates or subsidiaries. That the actions,recommendations, and treatments provided or prescribed by SOLUTIONS are not attributable in any manner to CLIENT but are meant for the benefit of the eligible individual solely upon the knowledge, skill, and supervision of SOLUTIONS employees. 6. Notice: Any notice sent under this agreement will be deemed as received at the time of personal delivery or five days after mailed by first class certified or registered mail,postage prepaid,to the address stated below or to another address designated in writing by the receiving party. CENTERSTONE SOLUTIONS CITY OF RICHMOND Program Director Human Resources 601 Washington Street, Ste. 102 50 North 5th Street Columbus, IN 47201 Richmond, IN 47374 7. Waiver of Breach:No delay by a party in seeking a remedy as a result of a breach of any provision of this agreement will be deemed to be a waiver of that breach.A waiver of one breach by a party will not be deemed to be a waiver of any subsequent breach. 8. Governing Law: This Agreement will be governed by and interpreted in accordance with the laws of the State of Indiana. 9. Counterparts: This agreement is executed in several counterparts, each one of which will be deemed to be the original. IN WITNESS WHEREOF,the parties hereto have caused this agreement to be executed on their behalf by their duly authorized officers of the day and the year written below. CENTERSTONE SOLUTIONS CITY OF RICHMOND T Laura. A. Gibbons, Program Director Title,EXHIBIT PAGE OF Date Date EXHIBIT_,4 PAGE 5