HomeMy Public PortalAbout087-2014 - Human Resources - Advantage Behavioral HeathPROFESSIONAL CONSULTINGSERVICESAGREEMENT
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THIS AGREEMENT made and entered into this / day of 6 2014 and referred to
as Contract No. 87-2014, by and between the City of Richmond, ffidiana, a municipal corporation
acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City")
and Advantage Behavioral Health, Inc., 601 Washington, 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 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, terns, 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 11. 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 111. COMPENSATION
City shall pay Contractor a sum not to exceed Six Hundred Seventy-five Dollars and Zero Cents
($675.00) per month, for EAP services and for the complete performance of all work described
herein in a satisfactory and proper manner.
Contract No. 87-2014
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, 2015. 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 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 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:
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;
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. Va &�
Vicki Robinson, President
By:
Richard Foore, Member
B .
Anthony L otter, , ember
Date: UY
APPROVE
Sarah L. Hutton, Mayor
Date:
"CONTRACTOR"
ADVANTAGE BEHAVIORAL
HEALTH, INC.
601 Washington
Columbus, Indiana, 47201
Byy/d��-'^�
Printed: /Lilavi,E —,4. 6,4 -.-/
Title:
Page 5 of 5
Date:
EXHIBIT PAGE .>0
CONTRACT FOR EMPLOYEE ASSISTANCE SERVICES
THIS AGREEMENT is entered into by and between Advantage Behavioral Health, Inc.
("Advantage") and City of Richmond. (City), an Indiana municipality,
WHEREAS, Advantage is engaged in the business of providing Employee Assistance Programs
(EAPs) on a contract basis; and
WHEREAS, City desires to engage Advantage to provide an Employee Assistance Program (EAP) for
City employees and eligible dependents on a contract basis.
NOW, THEREFORE, the parties hereto agree as follows:
EAP Services. Advantage agrees to provide EAP services for City employees/eligible dependents.
The services to be performed by Advantage are described in Exhibit A.
Advantage's providers of services will be appropriately credentialed, privileged, licensed and certified.
The performance standards outlined in Exhibit B (Performance Standards) will be followed by
Advantage in providing EAP services. Advantage will provide EAP services through SOLUTIONS,
Advantage's EAP department or through a subprovider selected by Advantage. City agrees and
understands that Advantage may utilize a subprovider 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. Advantage's contact with City for purposes of administering the EAP shall be City`s
Director of Human Resources. Quarterly EAP utilization reports will be issued by Advantage to the
Administrator.
4. Term. The term of this contract shall begin effective , 2014 through , 2015. This
Agreement shall automatically renew for successive one (1) year periods unless terminated as provided
herein.
5. Insurance. Advantage will maintain, during the term of this Agreement, general liability and
malpractice liability insurance policies with limits for any one (1) occurrence of not less than one
million dollars ($1,000,000.00) each.
6. Indemnification. City shall indemnify and hold Advantage harmless from and against all damages,
claims and liabilities arising from or connected with the acts or omissions of City's agents, employees
and/or officers, including without limitation, any damage or injury to person or property. If Advantage
shall, without fault, become a party to litigation commenced by or against City, then City shall
indemnify and hold Advantage harmless.
Advantage shall indemnify and hold City harmless from and against all damages, claims and liabilities
arising from or connected with the acts or omissions of Advantage's agents, employees and/or officers,
EXHIBIT A _PAGE
including without limitation, any damage or injury to person or property. If City shall, without fault,
become a party to litigation commenced by or against Advantage, then Advantage shall indemnify and
hold City harmless.
This indemnification shall include legal costs and fees in connection with any such claim,
action or proceeding.
7. Compensation. For services rendered by Advantage under this contract City shall pay to Advantage
$1.50 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.
8. Termination. This Agreement may be terminated as follows:
a. Completion of the contract period;
b. Without cause, upon sixty (60) days written notice; or
C. With cause for breach of contract or deficiency of services.
9. Notices. Any notice to be given under this Agreement shall be in writing, and sent by certified mail to
Advantage Behavioral Health, 601 Washington, Columbus, IN 47201, and to Richmond City Hall, Human
Resources Department, 50 North Fifth Street, Richmond, IN 47374
10. 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.
11. 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 enforce-
ment of any term is sought.
12. 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 RICHMOND
By:
Title:
ADVANTAGE BEHAVIORAL HEALTH, INC.
By:
Title:
Date:
Date:
EXHIBIT _ PA
EXHIBIT A
EAP SERVICES TO BE PROVIDED
Solutions will provide EAP and related services to City employees and eligible dependents including
but not limited to:
Employee Assistance Services
1. Assessment and brief consultation services up to five (5) sessions per occurrence, per person,
including emergency evaluations. An occurrence is a service episode that includes as assessment and
perhaps a consultation visit(s). Service closure occurs when service has been completed.
2. Referral to consultation/treatment beyond the EAP as warranted.
3. Follow-up with employee/dependent to assure satisfaction with services provided.
4. Ongoing consultation with supervisors/management when difficult personnel issues arise.
5. Follow-up with the supervisor when supervisor referred and release is obtained.
6. Information for employees covering the benefits to the employee plus a letter to employees' homes to
introduce the new benefit.
7. Training for supervisory personnel focusing on EAP policies and procedures, the supervisor's role,
employee problem recognition, referral procedures, and program benefits.
8. Promotion of EAP with posters, literature, laminated cards, brochures, etc. to enhance
employee/dependent awareness of services available.
9. Program utilization reports to management, at least quarterly.
10. Consumer satisfaction feedback regarding use of EAP service.
11. Emergency and crisis services are available 24/7.
EXHIBIT ___ _ PAGE F
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 five 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/dependent, clinically and financially.
6. Every employee/dependent will be given the opportunity to provide satisfaction feedback on EAP
service received.