HomeMy WebLinkAboutFELICE STINSON HERNANDEZ (2)cL4 <6URANCE NOT ON FILE N-2020-195
�T JORK MAY NOT PROCEED
F�Ca CLERK OF COUNCIL
DATE:
AGREEMENT WITH FELICE STINSON-HERNANDEZ
O_ D TO PROVIDE COUNSELING SERVICES
THIS AGREEMENT, made and entered into this I It" day of May 2020 by and between
Felice Stinson Hernandez (hereinafter "Consultant'), and the City of Santa Ana, a charter city and
municipal corporation organized and existing under the Constitution and laws of the State of
California (hereinafter "City").
RECITALS
A. The City desires to retain a consultant having special skill and knowledge in the field
of counseling and/or instructional services encompassing the fields of anger
management, stress reduction, conflict management/resolution, domestic violence
avoidance, chemical dependency, life skills/family issues and community resources to
the inmates housed at the Santa Ana City Jail.
B. Consultant represents that he is able and willing to provide such services to the City.
C. hi undertaking the performance of this Agreement, Consultant represents that he is
knowledgeable in his field, and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to
the terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Consultant and City shall perform those services as set forth in Exhibit A to this agreement
which include counseling and/or instructional services to inmates in the areas of anger agreement,
stress reduction, conflict management/resolution, domestic violence avoidance, chemical
dependency, life skills/family issues and community resources.
2. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for services an
hourly rate of fifty five dollars ($55.00) for all scheduled instructional and counseling sessions.
The total sum to be expended shall not exceed $40,000 during the term of this Agreement.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice evidencing work performed, subject to City accounting procedures. Payment need not be
made for work which fails to meet the standards of performance set forth in the Recitals which
may reasonably be expected by City,
3. TERM
This Agreement shall commence on the date first written above and terminate on June 30,
2021 unless terminated earlier in accordance with Section 12, below.
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4. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor shall
it be construed to create an employer -employee relationship, a joint venture relationship, or to
allow the City to exercise discretion or control over the professional manner in which Consultant
performs the services which are the subject matter of this Agreement; however, the services to be
provided by Consultant shall be provided in a manner consistent with all applicable standards and
regulations governing such services. Consultant shall pay all salaries and wages, employer's social
security taxes, unemployment insurance and similar taxes relating to employees and shall be
responsible for all applicable withholding taxes.
5. INSURANCE
Prior to undertaking perfonmance of work under this Agreement, Consultant shall maintain
and shall require its subcontractors, if any, to obtain and maintain insurance as described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents,
volunteers and representatives as additional insured(s) and shall include, but not be
limited to protection against claims arising from bodily and personal injury,
including death resulting therefrom and damage to property, resulting from any act
or occurrence arising out of Consultant's operations in the performance of this
Agreement, including, without limitation, acts involving vehicles. The amounts of
insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property
damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the
aggregate. Such insurance shall (a) name the City, its officers, employees, agents,
and representatives as additional insured(s); (b) be primary and not contributory
with respect to insurance or self-insurance programs maintained by the City; and
(c) contain standard separation of insureds provisions.
b. Business automobile liability insurance, or equivalent form, with a combined single
limit of not less than $1,000,000 per occurrence. Such insurance shall include
coverage for owned, hied and non -owned automobiles.
C. Worker's Compensation Insurance. In accordance with the provisions of Section
3700 of the Labor Code, Consultant, if Consultant has any employees, is required
to be insured against liability for worker's compensation or to undertake self-
insurance. Prior to commencing the performance of the work under this
Agreement, Consultant agrees to obtain and maintain any employer's liability
insurance with limits not less than $1,000,000 per accident.
d. If Consultant is or employs a licensed professional such as an architect or engineer:
Professional liability (errors and omissions) insurance, with a combined single limit
of not less than $1,000,000 per claim with $2,000,000 in the aggregate.
C. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
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i. Consultant shall maintain all insurance required above in full force and
effect for the entire period covered by this Agreement.
ii. Certificates of insurance shall be furnished to the City upon execution of
this Agreement and shall be approved by the City.
iii. Certificates and policies shall state that the policies shall not be canceled or
reduced in coverage or changed in any other material aspect without thirty
(30) days prior written notice to the City.
iv. Where the amounts or coverage provided by the certificates of insurance
provides coverage greater than those listed by this Agreement, the amounts
provided by the certificates of insurance shall be incorporated by reference
into the Agreement.
V. Consultant shall supply City with a fully executed additional insured
endorsement.
f If Consultant fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has been procured
and is in force and paid for, the City shall have the right, at the City's election, to forthwith
terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its
time and materials expended prior to notification of termination. Consultant waives the right to
receive compensation and agrees to indemnify the City for any work performed prior to approval
of insurance by the City.
6. INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, consultants, special counsel, and representatives from liability; (1) for personal injury,
damages, just compensation, restitution, judicial or equitable relief arising out of claims for
personal injury, including death, and claims for property damage, which may arise from the direct
or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or
other persons acting on their behalf which relates to the services described in section 1 of this
Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution,
judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement.
This indemnity and hold harmless agreement applies to all claims for damages, just compensation,
restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the
events referred to in this Section or by reason of the terms of or effects, arising from this
Agreement. The Consultant farther agrees to indemnify, hold harmless, and pay all costs for the
defense of the City, including fees and costs for special counsel to be selected by the City,
regarding any action by a third party challenging the validity of this Agreement, or asserting that
personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal
or property rights arises by reason of the terms of or effects arising from this Agreement. City may
make all reasonable decisions with respect to its representation in any legal proceeding.
CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such information
is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not
use or disclose such information except in the performance of this Agreement, and further agrees
to
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exercise the same degree of care it uses to protect its own information of like importance, but in
no event less than reasonable care. "Confidential Information" shall include all nonpublic
information. Confidential information includes not only written information, but also information
transferred orally, visually, electronically, or by other means. Confidential information disclosed
to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The
foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has
been disclosed in publicly available sources; (b) is, through tl,0 fault of the Consultant disclosed
in a publicly available source; (c) is in rightful possession of the Consultant without an obligation
of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently
developed by the Consultant without reference to information disclosed by the City.
CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests, direct or
indirect, which would conflict in any manner with performance of services specified under this
Agreement.
9. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this Agreement
shall be in writing and shall be deemed to be properly given if delivered in person or mailed by
first class or certified mail, postage prepaid, or sent by telefacsirnile or other telegraphic
communication in the manner provided in this Section, to the following persons:
To City: Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Fax 714- 647-6956
With courtesy copies to:
Santa Ana City Jail — Contract Services Supervisor
City of Santa Ana
20 Civic Center Plaza M-88
P.O. Box 1988
Santa Ana, California 92702
Fax 714- 647-8116
To Consultant: Felice Stinson Hernandez
320 South Pixley Street
Orange, California 92868
A party may change its address by giving notice in writing to the other party. Thereafter,
any communication shall be addressed and transmitted to the new address. If sent by mail,
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed
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to have been given twenty-four (24) hours after the time set forth on the transmission report issued
by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating
these time frames, weekends, federal, state, County or City holidays shall be excluded.
10. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and.
Consultant, and supersedes any and all other agreements, oral or written, between the parties. In
the event of a conflict between the terms of this Agreement and any attachments hereto, the terms
of this Agreement shall prevail. This Agreement may not be modified except by written instrument
signed by the City and by an authorized representative of Consultant. The parties agree that any
terms or conditions of any purchase order or other instrument that are inconsistent with, or in
addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City.
Each party to this Agreement acknowledges that no representations, inducements, promises or
agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any
party, which is not embodied herein.
11. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void. Nothing in this Agreement shall
be construed to limit the City's ability to have any of the services which are the subject to this
Agreement performed by City personnel or by other consultants retained by City.
12. TERMINATION
This Agreement maybe terminated by the City with or without cause upon thirty (3 0) days
written notice of termination. In such event, Consultant shall be entitled to receive and the City
shall pay Consultant compensation for all services performed by Consultant prior to receipt of
such notice of termination, subject to the following conditions:
a. As a condition of such payment, the City Manager may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product shall
be the property of the City unless prohibited by law, and Consultant consents to the City's use
thereof for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
13. NON-DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic
information, or military and veteran status, age, national origin, ancestry, or disability, as defined
and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization,
promotion, termination or other employment related activities or any services provided under
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this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply
with all applicable federal, state and local laws and regulations.
14. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the validity,
interpretation, performance, and enforcement of any of the clauses of this Agreement shall be
determined and governed by the laws of the State of California. Both parties further agree that
Orange County, California, shall be the venue for any action or proceeding that may be brought or
arise out of, in connection with or by reason of this Agreement.
15. PROFESSIONAL LICENSES
Consultant shall, throughout the tern of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder
and required by the laws and regulations of the United States, the State of California, the City of
Santa Ana and all other governmental agencies. Consultant shall notify the City irmmediately and
in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and
exemptions. Said inability shall be cause for termination of this Agreement.
16. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power,
authority and right to bind their respective parties to each of the terns of this Agreement, and shall
indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages
to City in the event that such authority or power is not, in fact, held by the signatory or is
withdrawn,
b. All Exhibits referenced herein and attached hereto shall be incorporated as if filly set
forth in the body of this Agreement.
[signature page to follow]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first
above written.
ATTEST:
^s
DAISY GOMEZ ;
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City, �ttorney
By
Tamara Bogosian
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
r-D ALENTIN
Chief of Police
CITY OF SANTA ANA
MA O�
City Manager
E ii4[Mj
EXHIBIT A
SCOPE OF SERVICES
1. CITY'S Responsibilities:
The CITY shall provide the following assistance to CONSULTANT:
a. Identify a contact person who shall be responsible for scheduling and coordinating the
services to be provided by CONSULTANT. The subject matter, the number of hours and the
scheduling of hours shall be at the sole discretion of the CITY.
b. Schedule and record CONSULTANT'S time worked during meetings, instruction and
counseling sessions.
c. Provide an adequate facility that will allow CONSULTANT to perform the services required
under this agreement in an efficient and timely manner.
d. Provide prompt notice to the CONSULTANT whenever the CITY observes or otherwise
becomes aware of any defect in the services provided under the terms of the agreement.
2. CONSULTANT'S Responsibilities:
CONSULTANT shall provide the following services to CITY:
a. Deliver instructional and/or counseling services in the following program areas to
selected inmates:
(1) anger management
(2) stress reduction
(3) conflict management/resolution
(4) domestic violence
(5) chemical dependency
(6) life skills/family issues
(7) community resources
b. Coordinate with CITY staff to facilitate delivery of program material.
c. Collect specific diagnostic and statistical information regarding inmates in attendance
and program material.
d. Assign inmates tasks to perform and goals to reach in relation to the program material.
e. Provide inmates in attendance with referrals to other agencies and community resources
that can provide additional instruction and/or counseling as follow-up to the program
material already delivered.
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