14-124 Cupertino Union School District and Linda Rios for contract services OFFICE OF THE CITY CLERK
CITY HALL
10300 TORRE AVENUE •CUPERTINO, CA 95014-3255
TELEPHONE: (408)777-3223• FAX: (408)777-3366
C U P E RT I N O WEBSITE:www.cupertino.org
July 21, 2014
Linda Rios
Re: Agreement for contract services.
Enclosed is.a fully executed copy of the above stated agreement with the City of Cupertino.
If you have any questions or need additional information, please contact the Recreation and
Community Services department at 408-777-31.20.
Sincerely,
Andrea Sanders
Senior Office Assistant
City Clerk's Office
Enclosure
cc: Parks & Recreation
OFFICE OF THE CITY CLERK
' CITY HALL
10300.TORRE AVENUE •CUPERTINO, CA 95014-3255
TELEPHONE: (408)777-3223• FAX: (408)777-3366
C U P E RT 1 N O WEBSITE:www.cupertin!o.org
July 21, 2014
Cupertino Union School District
1309 S. Mary Avenue
Sunnyvale, CA 94087
Re: Agreement for contract services.
Enclosed is a fully executed copy of the above stated agreement with the City of Cupertino.
If you have any questions or need additional information, please contact the Recreation and
Community Services department at 408-777-3120.
Sincerely,
Andrea Sanders
Senior Office Assistant
City Clerk's Office
Enclosure
cc: Parks.& Recreation
N O.
FY 14-15
AGREEMENT BETWEEN THE CITY OF CUPERTINO, THE CUPERTINO UNION
SCHOOL DISTRICT AND LINDA RIOS FOR CONTRACT SERVICES
This Agreement, for reference dated July 1, 2014, is by and between City of
Cupertino, a municipal corporation (hereinafter referred to as "City"), and Linda Rios,
an individual, , whose address is
(hereinafter referred to as "Consultant"), and Cupertino Union School District
(hereinafter referred to as CUSD) and is made with reference to the following:
RECITALS:
A. City is a municipal corporation duly organized and validly existing under
the Laws of the State of California with the power to carry on its business as it is now
being conducted-under the Constitution and the statutes of the State of California and
the Cupertino Municipal Code.
B. The Cupertino Union School District covers the City of Cupertino,
California and parts of San Jose, Sunnyvale, Saratoga, Santa Clara and Los Altos,
California. The CUSD operates twenty elementary schools (K-5) and five middle
schools (6-8); and
C. Consultant is specially trained, experienced and competent to perform the
special services which will be required by this Agreement; and
D. City, CUSD and Consultant desire to enter into an agreement working
collaboratively to provide delinquency prevention, early intervention, and diversion
services to minors served by CUSD and City upon the terms and conditions herein.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM:
The term of this Agreement shall commence on July 1, 2014, and shall terminate
on June 30, 2015, unless terminated earlier -cis set forth herein.
2. SERVICES TO BE PERFORMED:
Consultant shall perform each and evE!ry service set forth in Exhibit "A" which is
attached hereto and incorporated herein by this reference.
3. COMPENSATION TO CONSULTANT:
Consultant shall be compensated for services performed pursuant to this
Agreement in the amount set forth in Exhibit E3 and Exhibit C which are attached hereto
and incorporated herein by this reference. The total compensation under the Agreement
is not to exceed $98,000 for the fiscal year ending June 30, 2015. CUSD and CITY will
each compensate CONTRACTOR on-half of the total rate of $96.00 per hour and
performing the scope of services.
4. TIME IS OF THE ESSENCE:
Consultant, CUSD and City agree that time is of the essence regarding the performance
of this Agreement.
5. STANDARD OF CARE:
Consultant agrees to perform all services hereunder in a manner commensurate
with the prevailing standards of like professionals in the San Francisco Bay Area and
agrees that all services shall be performed by qualified and experienced personnel who
are not employed by the City nor have any contractual relationship with City or CUSD.
6. INDEPENDENT PARTIES:
City, CUSD and Consultant intend that the relationship between them created by
this Agreement is that of an independent contractor. The manner and means of
conducting the work are under the control of Consultant, except to the extent they are
limited by statute, rule or regulation and the express terms of this Agreement. No civil
service status or other right of employment will be acquired by virtue of Consultant's
services. None of the benefits provided by City or CUSD to their employees, including
but not limited to, unemployment insurance, workers' compensation plans, vacation and
sick leave are available from City or CUSD to Consultant, its employees or agents.
Deductions shall not be made for any state or federal taxes, FICA payments, PERS
payments, or other purposes normally associated with an employer-employee
relationship from any fees due Consultant. Payments of the above items, if required,
are the responsibility of Consultant.
7. IMMIGRATION REFORM AND CONTROL ACT (IRCA):
Consultant assumes any and all responsibility for verifying the identity and
employment authorization of all of his/her employees performing work hereunder,
pursuant to all applicable IRCA or other federal, or state rules and regulations.
Consultant shall indemnify and hold City harmless from and against any loss, damage,
liability, costs or expenses arising from any noncompliance of this provision by
Consultant.
8. NON-DISCRIMINATION:
Consistent with City's policy that harassment and discrimination are
unacceptable employer/employee conduct, Consultant agrees that harassment or
discrimination directed toward a job applicant, a City employee, or a citizen by
Consultant or Consultant's employee or subcontractor on the basis of race, religious
creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy,
sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all
violations of this provision shall constitute a material breach of this Agreement.
9. HOLD HARMLESS:
A. Consultant shall, to the fullest extent allowed by law, with respect to all
services performed in connection with the Agreement, indemnify, defend, and
hold harmless the City and CUSD and its officers, officials, agents, employees
and volunteers from and against any and all liability, claims, actions, causes of
action or demands whatsoever against any of them, including any injury to or
death of any person or damage to property or other liability of any nature,
whether physical, emotional, consequential or otherwise, arising out, pertaining
to, or related to the performance of this Agreement by Consultant or Consultant's
employees, officers, officials, agents or independent contractors. Such costs and
expenses shall include reasonable attorneys' fees of counsel of City's and
CUSD's choice, expert fees and all other costs and fees of litigation.
B. Claims for Other Liability. Consultant shall, to the fullest extent allowed
by law, with respect to all services performed in connection with the Agreement,
indemnify, defend, and hold harmless the City and CUSD and its officers,
officials, agents, employees and volunteers against any and all liability, claims,
actions, causes of action or demands) whatsoever from and against any of them,
including any injury to or death of Croy person or damage to property or other
liability of any nature, that arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of Consultant or Consultant's employees,
officers, officials, agents or independent contractors. Such costs and expenses
shall include reasonable attorneys' fees of counsel of City's and CUSD's choice,
expert fees and all other costs and fees of litigation. Consultant shall not be
obligated under this Agreement to indemnify City and CUSD to the extent that
the damage is caused by the sole or active negligence or willful misconduct of
City and CUSD, its agents or employees.
C. Claims involving intellectual property. In addition to the obligations set forth in
(A) and (B) above, Consultant shall indemnify, defend, and hold the City and
CUSD, its elected and appointed officers, employees, and volunteers, harmless
from and against any Claim in which Ca violation of intellectual property rights,
including but not limited to copyright or patent rights, is alleged that arises out of,
pertains to, or relates to Consultant's negligence, recklessness or willful
misconduct under this Agreement. Such costs and expenses shall include
reasonable attorneys' fees of counsel of City's or CUSD's choice, expert fees
and all other costs and fees of litigation.
10. INSURANCE:
On or before the commencement of the term of this Agreement, Consultant shall
furnish City and CUSD with certificates showing the type, amount, class of operations
covered, effective dates and dates of expiration of insurance coverage in compliance
with paragraphs 12 A, B, C, D and E. Such certificates, which do not limit Consultant's
indemnification, shall also contain substantially the following statement: "Should any of
the above insurance covered by this certificate be canceled or coverage reduced before
the expiration date thereof, the insurer affording coverage shall provide thirty (30) days'
advance written notice to the City of Cupertino by certified mail, Attention: City
Manager." It is agreed that Consultant shall maintain in force at all times during the
performance of this Agreement all appropriatE: coverage of insurance required by this
Agreement with an insurance company that i:> acceptable to City and Licensed to do
insurance business in the State of California. Endorsements naming the City and
CUSD as additional insured shall be submitted with the insurance certificates.
A. COVERAGE:
Consultant shall maintain the following insurance coverage:
(1) Workers' Compensation:
Statutory coverage as required by the State of California.
(2) Liabilit
Commercial general liability coverage in the following minimum
limits:
Bodily Injury: $500,000 each occurrence
$1,000,000 aggregate - all other
Property Damage: $100,000 each occurrence
$250,000 aggregate
If submitted, combined single limit policy with aggregate limits in the
amounts of $1,000,000 will be considered equivalent to the
required minimum limits shown above.
(3) Automotive:
Proof of automobile insurance required at the California statutory
minimums.
B. SUBROGATION WAIVER:
Consultant agrees that in the event of loss due to any of the perils for which
he/she has agreed to provide comprehensive general and automotive liability insurance,
Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants
to City and CUSD, on behalf of any insurer providing comprehensive general and
automotive liability insurance to either Consultant or City and CUSD with respect to the
services of Consultant herein, a waiver of any right to subrogation which any such
insurer of said Consultant may acquire against City and CUSD by virtue of the payment
of any loss under such insurance.
C. FAILURE TO SECURE:
If Consultant at any time during the term hereof should fail to secure or maintain
the foregoing insurance, City and CUSD shall be permitted to obtain such insurance in
the Consultant's name or as an agent of the Consultant and shall be compensated by
the Consultant for the costs of the insurance premiums at the maximum rate permitted
by law and computed from the date written notice is received that the premiums have
not been paid.
D. ADDITIONAL INSURED:
City and CUSD, its City Council, boards and commissions, officers, employees
and volunteers shall be named as an additional insured under all insurance coverages,
except any professional liability insurance, required by this Agreement. The naming of
an additional insured shall not affect any recovery to which such additional insured
would be entitled under this policy if not named as such additional insured. An
additional insured named herein shall not be held liable for any premium, deductible
portion of any loss, or expense of any nature on this policy or any extension thereof.
Any other insurance held by an additional insured shall not be required to contribute r
anything toward any loss or expense covered_ by the insurance provided by this policy.
E. SUFFICIENCY OF INSURANCE:
The insurance limits required by City and CUSD are not represented as being
sufficient to protect Consultant. Consultant is advised to confer with Consultant's
insurance broker to determine adequate coverage for Consultant.
11. CONFLICT OF INTEREST:
Consultant warrants that it is not a conflict of interest for Consultant to perform
the services required by this Agreement. Consultant may be required to fill out a conflict
of interest form if the services provided under this Agreement require Consultant to
make certain governmental decisions or serve in a staff capacity as defined in Title 2,
Division 6, Section 18700 of the California Code of Regulations.
12. PROHIBITION AGAINST TRANSFERS:
Consultant shall not assign, sublease, hypothecate, or transfer this Agreement,
or any interest therein, directly or indirectly, by operation of law or otherwise, without
prior written consent of City and CUSD. Any attempt to do so without said consent shall
be null and void, and any assignee, sub-lessee, hypothecate or transferee shall acquire
no right or interest by reason of such attempted assignment, hypothecation or transfer.
However, claims for money by Consultant from City and CUSD under this Agreement
may be assigned to a bank, trust company or other financial institution without prior
written consent. Written notice of such assignment shall be promptly furnished to City
and CUSD by Consultant.
The sale, assignment, transfer or other disposition of any of the issued and
outstanding capital stock of Consultant, or of the interest of any general partner or joint
venture or syndicate member or cotenant, if Consultant is a partnership or joint venture
or syndicate or co-tenancy, which shall result in changing the control of Consultant,
shall be construed as an assignment of this Agreement. Control means fifty percent
(50%) or more of the voting power of the corporation.
13. SUBCONTRACTOR APPROVAL:
Unless prior written consent from City, and CUSD is obtained, only those people
and subcontractors whose names and resunnes are attached to this Agreement shall be
used in the performance of this Agreement.
In the event that Consultant employs subcontractors, such subcontractors shall
be required to furnish proof of workers' compensation insurance and shall also be
required to carry general, and professional liability insurance in reasonable conformity to
the insurance carried by Consultant. In addition, any work or services subcontracted
hereunder shall be subject to each provision of this Agreement.
14. PERMITS AND LICENSES:
Consultant, at his/her sole expense, shall obtain and maintain during the term of
this Agreement, all appropriate permits, certificates and that may be required in
connection with the performance of services hereunder.
15. REPORTS:
A. Each and every report, draft, work product, map, record and other
document, hereinafter collectively referred to as "Report", reproduced, prepared or
caused to be prepared by Consultant pursuant to or in connection with this Agreement,
shall be the exclusive property of City and CUSD. Consultant shall not copyright any
Report required by this Agreement and shall execute appropriate documents to assign
to City and CUSD the copyright to Reports created pursuant to this Agreement. Any
Report, information and data acquired or required by this Agreement shall become the
property of City and CUSD, and all publication rights are reserved to City and CUSD.
Consultant may retain a copy of any report furnished to the City and CUSD pursuant to
this Agreement.
B. All Reports prepared by Consultant may be used by City and CUSD in
execution or implementation of:
(1) The original Project for which Consultant was hired;
(2) Completion of the original Project by others;
(3) Subsequent additions to the original project; and/or
(4) Other City and CUSD projects as appropriate.
C. Consultant shall, at such time and in such form as City and CUSD may
require, furnish reports concerning the status of services required under this Agreement.
D. All Reports required to be provided by this Agreement shall be printed on
recycled paper. All Reports shall be copied on both sides of the paper except for one
original, which shall be single sided.
E. No Report, information or other data given to or prepared or assembled by
Consultant pursuant to this Agreement shall be made available to any individual or
organization by Consultant without prior approval by City and CUSD.
16. RECORDS:
Consultant shall maintain complete and accurate records with respect to sales,
costs, expenses, receipts. and other such information required by City and CUSD that
relate to the performance of services under this Agreement.
Consultant shall maintain adequate records of services provided in sufficient
detail to permit an evaluation of services. All such records shall be maintained in
accordance with generally accepted accounting principles and shall be clearly identified
and readily accessible. Consultant shall provide free access to such books and records
to the representatives of City and CUSD or its de-signees at all proper times, and gives
City and CUSD the right to examine and audit same, and to make transcripts therefrom
as necessary, and to allow inspection of all work, data, documents, proceedings and
activities related to this Agreement. Such records, together with supporting documents,
shall be kept separate from other documents and records and shall be maintained for a
period of three (3) years after receipt of final payment.
If supplemental examination or audit of the records is necessary due to concerns
raised by City's and CUSD's preliminary examination or audit of records, and the City's
and CUSD's supplemental examination or audit of the records discloses a failure to
adhere to appropriate internal financial controls, or other breach of contract or failure to
act in good faith, then Consultant shall reimburse City and CUSD for all reasonable
costs and expenses associated with the supplemental examination or audit.
17. NOTICES:
All notices, demands, requests or approvals to be given under this Agreement
shall be given in writing and conclusively shall be deemed served when delivered
personally or on the second business day after the deposit thereof in the United States
Mail, postage prepaid, registered or certified, addressed as hereinafter provided.
All notices, demands, requests, or approvals from Consultant to City shall be
addressed to City at:
City of Cupertino
10300 Torre Ave.
Cupertino CA 95014
Attention: Carol Atwood, Director of Parks and Recreation
All notices, demands, requests, or approvals from City or CUSD to Consultant
shall be addressed to CUSD at:
Cupertino Union School District
1309 S. Mary Avenue
Sunnyvale,,CA 94087 °
All notices, demands, requests; or approvals from City and CUSD to Consultant
shall be addressed`to Consultant at:'
Linda Rios
18. TERMINATION:;
In the event Consultant fails or refuses to perform any'of the provisions hereof at
the time and in'the manner required-hereunder; Consultant shall be'deemed in default
in the performance of this Agreement. If such default*is not cured within the time
specified after receipt by Consultant from City and CUSD of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, City
and CUSD may terminate the Agreement forthwith by giving to the Consultant written
notice thereof.
City and CUSD shall have the option, at its sole discretion and without cause; of
terminating this Agreement by giving thirty (30)-days'-prior written notice to Consultant.
as provided herein. Upon termination of this Agreement, each party"shall pay to the'
other party that portion of compensation specified in this Agreement that is earned and
unpaid prior to the effective.date of termination.
19. COMPLIANCES:
Consultant shall comply with all state or federal laws and all ordinances, rules
and regulations enacted or issued by City wand CUSD.
20. CONFLICT OF LAW:
This Agreement shall be interpreted under, and enforced by the laws of the State
of California excepting any choice of law rules which may direct the application of laws
of another jurisdiction: The Agreement and obligations of the parties are subject to all
valid laws, orders, rules, and regulations of the authorities having jurisdiction over this
Agreement (or the successors of those authorities.)
Any suits brought pursuant to this Agreement shall be filed with the courts of the
County of Santa Clara, State of California.
21. ADVERTISEMENT:
Consultant shall not post,,exhibit, display or allow to be posted, exhibited,
displayed any signs, advertising, show bills, lithographs, posters or cards of any kind
pertaining to the services performed under this Agreement unless prior written approval
has been secured from City and CUSD to do otherwise.
22. WAIVER:
A waiver by City and CUSD of any breach of any term, covenant, or condition
contained herein shall not be deemed to be a waiver of any subsequent breach of the
same or any other term, covenant, or condition contained herein, whether of the same
or a different character.
22. INTEGRATED CONTRACT:
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the parties hereto, and all preliminary negotiations and
agreements of whatsoever kind or nature are merged herein. No verbal agreement or
implied-:covenant shall be held to vary, the provisions hereof. Any,modification of.this
Agreement will be effective only by written execution signed by both City and CUSD
Consultant.
23. INSERTED PROVISIONS:
Each provision and clause required by law to be inserted into the Agreement
shall be deemed to be enacted herein, and the Agreement shall be read and enforced
as though each.were included herein. If through mistake-or otherwise, any such
provision is not;inserted or is not correctly;inserted, the Agreement shall be. amended to
make such insertion on.application by either party.
24. CAPTIONS:
The captions in this Agreement are for convenience only, are not a part of the
Agreement and in no way affect, limit or amplify the terms or provisions of this
Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this modification of
Agreement to be executed.
CONSULTANT CITY OF CUPERTINO
A Municipal Corporation
B °—
Lind Ri s, Consul]n David Berndt' `City Manager
Date: _ Date:
CUP T NI OOL DISTIRCT MM ND 3D FOR 1:1PROVAL:
Title: Carol Atwood
Date: -7 Director of Parks and Recreation
Date: 7-1-1
AP OVED AS TO FORM:
City Attorney
Date:
ATTEST:
�r City Clerk
Date: (2-1
EXHIBIT A
Scope of Services
Consultant will provide education,training, delinquency prevention,and support services
to minors and families residing in the CITY and the CUSD boundaries. These services
include,but are not limited to,the followin;D,,provided agreement is reached by all parties
concerned:
➢ Conference with individual school, CUSD, City, Community, Santa Clara County
(SCC) Sheriff's Office/ law enforcement officials to, provide prevention and
intervention strategies and resources, for at risk students and families. Consultant
will serve as a resource for parents/guardians, and she will meet/conference with
them at a designated school site, Cite or CUSD facility.
➢ Conduct presentations/mediations for students, school staff, families, and/or
community organizations. Topics to include, but not limited to, school attendance
laws/regulations, student safety, student stress, parenting support, and violence
prevention.
➢ Assist School Resource Officers/law enforcement officials in conducting meetings
and/or presentations with school officials and/or families in need of prevention and
intervention services.
➢ Provide truancy prevention/reduction services.
• Serve as a member of the School Attendance Review Board(S.A.R.B.),attend
regularly scheduled meetings, and provide follow-up support on case
referrals.
• Conference with school officials, students, and/or families to provide
intervention strategies and services for improving attendance patterns.
• Make home visits to truant students with law enforcement, school officials,
and/or CUSD credentialed school nurses to assist students/families in
improving attendance patterns.
• Collaborate with the District Attorney's Office (Truancy Division) to ensure
i
student/parent compliance with school attendance laws.
➢ Attend meetings/seminars identified by individual school, C.U.S.D. and/or City
officials including, but not limited to:
• A.C.E.S. (Attendance Collaborative For Educational Success), sponsored by
the Office of the District Attorney.
• I.EY (Individual Education Plan), S.S.T. (Student Study Team), and M.D.T.
(Multi-Disciplinary Team)meetings,as deemed appropriate by on-site school
principals and/or C.U.S.D. officials.
• Meetings/seminars on school safety, violence prevention, truancy
abatement/attendance laws, child abuse prevention,and support services for
parenting/family maintenance,mental health,foster and homeless youth,and
crime victims.
EXHIBIT B
SCHEDULE, OF PERFORMANCE
A. SERVICES
TASKS SCHEDULE TIMEFRAME
I. Conferencing Daily/Weekly August-June
2. Presentations/Mediations As Requested/Needed August-June
3. Assist School Resource Officers/Law As Needed August-July
Enforcement officials
4. Provide Truancy Prevention/ :Daily August-June
Reduction Services:
Serve on School Attendance Review Board 13i-Monthly September-June
Collaborate with SARB Chair: Weekly August-June
Discuss case referrals/SARB agenda Weekly August-June
Train CUSD staff on SARB Yearly/As needed August-June
referral process
Update attendance forms/SARB reports .'early/As needed August-June
Provide Follow-up on all SARB/truancy Daily/Weekly August-June
referrals:
Conference with School officials/parents/ Daily/As needed August-June
students to improve attendance patterns
Home visits to truant students Daily/As needed August-June
Provide morning wake-up calls Daily/As needed August-June
Collaborate with District Attorney As needed August-July
(Truancy Division)
5. Meetings/Seminars
ACES Monthly August-May
SST As needed August-June
IEP AS needed August-June
MDT As needed August-June
Educational Seminars Monthly August-May
i
EXHIBIT C
COMPENSATION
City and CUSD shall compensate Consultant for professional services described in this
Agreement in accordance with the terms and conditions of this Agreement based on the
rates and compensation schedule set forth below. Compensation shall be calculated based
on the hourly rates set forth below up to the not to exceed budget amount set forth below.
The compensation and reimbursable expenses to be paid to Consultant under this
Agreement for all services described in Exhibit"A"by City and CUSD shall be split equally
between City and CUSD, and shall not exceed forty eight thousand dollars ($49,000) for
City and forty eight thousand dollars ($49,000) for CUSD. Any work performed or
expenses incurred for which payment would result in a total exceeding the maximum
amount of compensation set forth herein shall be at no cost to the City or CUSD.
Hourly rate: $96.00 per hour
Invoices:
In order to request payment, Consultant shall submit monthly invoices to the City and
CUSD describing the services performed and the applicable charges to each entity
(including, where applicable an identification of personnel who performed the services,
hours worked, task(s)for which work performed,hourly rates and reimbursable expenses),
based upon Consultant's billing rate and reflecting an equal split of Consultant's charges
between City and CUSD.
Reimbursable Expenses:
Administrative, overhead, secretarial time or overtime,work processing,photocopying,in
house printing, insurance and other ordinary business expenses are included within the
scope of payment for services and are not reimbursable expenses. City and CUSD shall
reimburse consultant for reasonable travel. Travel expenses are limited to the lesser of
actual expenses or expenses that would be authorized for City or CUSD employee travel
pursuant to City or CUSD policy, whichever is lower.
Additional Services:
Consultant shall provide additional services outside of the services identified in Exhibit A
only by advance written authorization from the City and CUSD prior to commencement of
additional services. Consultant shall submit, at the Project Manager's request, a detailed
written proposal including a description of the'scope of additional services, schedule, and
proposed maximum. compensation.
EXPENDITURE DISTRIBUTION:
Amount $49,000
Account Number 110-2100-6324