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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