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01-19-2021 - AGENDA ITEM 20 CONSIDERATION OF SHORT-TERM AGREEMENT FOR AMBULANCE TRANSPORTATION SERVICESAGENDA ITEM NO.20 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: January 19, 2021 TO: Mayor and City Council FROM: David Carmany City Manager SUBJECT: CONSIDERATION OF SHORT-TERM AGREEMENT FOR AMBULANCE TRANSPORTATION SERVICES RECOMMENDATION: It is recommended that the City Council take the following actions: 1. Ratify the Professional Services Agreement with FALCK Mobile Health Corp. dba CARE Ambulance Services, Inc. for ambulance transportation services, approved by the City Manager, acting in the capacity of the Director of Emergency Services, as authorized by West Covina Municipal Code section 8-7(a)(7)(f) in order to support the City's emergency organization and protect the lives of the citizens of West Covina; and 2. Adopt the attached resolution authorizing the necessary budget amendment: RESOLUTION NO.2021-04 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2020 AND ENDING JUNE 30, 2021(AMBULANCE TRANSPORTATION SERVICES) BACKGROUND: On March 16, 2020, the City Manager declared a local emergency as authorized by Government Code section 8630(a) and West Covina Municipal Code section 8-7(a)(1) through Proclamation No. 2020-01 due to the coronavirus (COVID-19) pandemic. On March 17, 2020, the City Council adopted Resolution No. 2020-19, ratifying the City Manager's proclamation as required by Government Code section 8630(b) and West Covina Municipal Code section 8-7(a)(1). During a local emergency, West Covina Municipal Code section 8-7(a)(7)(f) authorizes the City Manager, as the Director of Emergency Services, to approve contracts as necessary to support the emergency organization of the City and to protect the life and property of the citizens of West Covina. The West Covina Fire Department ("Fire Department") is the primary responder for all 9-1-1 emergencies within City limits that involve fire, rescue, hazardous materials, and emergency medical services (EMS). Over the past few years, the Fire Department has averaged approximately 9,000 emergency 9-1-1 calls for service per fiscal year. Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Contractor may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Contractor's sole cost and expense. 1.8. Confidentiality. Employees of Contractor in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Contractor covenants that all data, documents, discussion, or other information developed or received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Contractor's covenant under this Section shall survive the termination of this Agreement. 1.9. Health Insurance Portability and Accountability Act of 1996 (HIPAA). (a) The parties acknowledge the existence of the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations. Contractor understands and agrees that, as a provider of medical treatment services, it is a "covered entity" under HIPAA and, as such, has obligations with respect to the confidentiality, privacy, and security of patients' medical information, and must take certain steps to preserve the confidentiality of this information, both internally and externally, including the training of its staff and the establishment of proper procedures for the release of such information, including the use of appropriate consents and authorizations specified under HIPAA. (b) The parties acknowledge their separate and independent obligations with respect to HIPAA, and that such obligations relate to transactions and code sets, privacy, and security. Contractor understands and agrees that it is separately and independently responsible for compliance with HIPAA in all these areas and that City has not undertaken any responsibility for compliance on Contractor's behalf. Contractor has not relied, and will not in any way rely, on City for legal advice or other representations with respect to Contractor's obligations under HIPAA, but will independently seek its own counsel and take the necessary measures to comply with the law and its implementing regulations. (c) Contractor and City understand and agree that each is independently responsible for HIPAA compliance and agree to take all necessary and reasonable actions to comply with the requirements of the HIPAA laws and implementing regulations related to transactions and code sets, privacy, and security. (d) Each party further agrees that, should it fail to comply with its obligations under HIPAA, it shall indemnify and hold harmless the other party Falck Mobile Health Corp. dba Care Ambulance Service, Inc. (including the other party's officers, employees, and agents), for damages to the other party that are attributable to such failure. 2.0. COMPENSATION AND BILLING 2.1. Compensation. Contractor shall be paid an hourly rate of Eighty -Five Dollars ($85.00) per unit per hour. For surge ambulances, Contractor shall be paid Sixty -Five Dollars ($65.00) per quarter hour, or fraction thereof. Contractor's total compensation during the initial term of this Agreement shall not exceed Five Hundred Forty -Seven Thousand Five Hundred Dollars ($547,500.00). 2.2. Additional Services. Contractor shall not receive compensation for any services provided outside the scope of services specified in the Scope of Work unless the City, prior to Contractor performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. 2.3. Method of Billing. Contractor may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Contractor's services which have been completed to City's sole satisfaction. City shall pay Contractor's invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Contractor's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times from the Effective Date until three (3) years after termination of this Agreement. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. Unless otherwise agreed to in writing by the parties, the professional services to be performed pursuant to this Agreement shall commence immediately. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. 4.0. TERM AND TERMINATION 4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of six (6) months, ending on June 24, 2021, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. Feick Mobile Health Corp. dba Care Ambulance Service, Inc. 4.2. Notice of Termination or Suspension. Either party may terminate this Agreement, or suspend the services provided pursuant to this Agreement, at any time by providing twenty- four (24) hours written notice to the other party. In the event either party suspends the services, the party may resume services by providing the other party with at least forty-eight hours (48) written notice of intent to resume services. 4.3. Compensation. In the event of termination, City shall pay Contractor for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Contractor in its performance of this Agreement shall be delivered to the City within ten (10) days of delivery of termination notice to Contractor, at no cost to City. 5.0. INSURANCE 5.1. Minimum Scope and Limits of Insurance. Contractor shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City: (a) Commercial general liability insurance, with a policy limit of not less than Ten Million Dollars ($10,000,000.00) per occurrence and aggregate. The general liability policy shall protect against losses, including bodily injury, death and property damage, arising in connection with the performance of this Agreement. (b) Comprehensive business automobile liability insurance covering owned, non -owned, and hired vehicles, with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, per occurrence, for bodily injury and property damage. Such insurance shall include coverage for City -owned and Contractor -owned vehicles operated by Contractor's personnel in connection with this Agreement. (c) Workers' compensation insurance as required by the State of California. Contractor agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers, agents, employees, and volunteers arising from work performed by Contractor for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies. (d) Professional liability insurance, which shall include ambulance medical malpractice coverage, with a policy limit of not less than Ten Million Dollars ($10,000,000.00) per occurrence. For any policy written on a "claims made" basis, Contractor shall maintain said policy in full force and effect during the term of this Agreement and for a period of at least three (3) years from the termination of this Agreement. In the event of termination, cancellation, or material change of the policy during this period, Contractor shall obtain Falck Mobile Health Corp. dba Care Ambulance Service, Inc. continuing insurance coverage for the prior acts or omissions of Contractor during the course of performing services pursuant to this Agreement. Such coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining a separate extended "tail' coverage with the present or new insurance carrier. Contractor shall provide evidence of such coverage to the City. 5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions: (a) Additional insureds: "The City of West Covina and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Contractor pursuant to its contract with the City; products and completed operations of the Contractor; premises owned, occupied or used by the Contractor; automobiles owned, leased, hired, or borrowed by the Contractor." (b) Notice: "Said policy shall not terminate, be suspended, or voided, nor shall it be cancelled, nor the coverage or limits reduced, until thirty (30) days after written notice is given to City." (c) Other insurance: 'The Contractor's insurance coverage shall be primary insurance as respects the City of West Covina, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of West Covina shall be excess and not contributing with the insurance provided by this policy." (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of West Covina, its officers, officials, agents, employees, and volunteers. 5.3. Deductible or Self -insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self -insured retention. 5.4. Certificates of Insurance. Contractor shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 5.5. Non -Limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Contractor may be held responsible for payments of damages to persons or property. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior Falck Mobile Health Corp. dba Care Ambulance Service, Inc. writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Contractor shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Contractor called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, overnight courier, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: (a) at the time of delivery if such communication is sent by personal delivery or overnight courier; (b) at the time of transmission if such communication is sent by Email; and (c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONTRACTOR: IF TO CITY: Care Ambulance Service, Inc. City of West Covina 1517 W. Braden Court 1444 W. Garvey Ave. S. Orange, CA 92868 West Covina, CA 91790 Email: bill.weston@falck.com Email: vcapelle@westcovina.org Attn: Bill Weston Attn: Vincent Capelle, Fire Chief 6.4. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.5. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California. 6.6. Assignment. Contractor shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Contractor's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Contractor of Contractor's Falck Mobile Health Corp. dba Care Ambulance Service, Inc. obligation to perform all other obligations to be performed by Contractor hereunder for the term of this Agreement. 6.7. Indemnification and Hold Harmless. Contractor agrees to defend, indemnify, hold free and harmless the City, its elected officials, officers, agents and employees, at Contractor's sole expense, from and against any and all claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents and employees arising out of the performance of the Contractor, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Contractor, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Contractor, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected officials, officers, agents and employees based upon the work performed by the Contractor, its employees, and/or authorized subcontractors under this Agreement, whether or not the Contractor, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Contractor shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City's specifications or Contractor's Proposal, which shall be of no force and effect. 6.8. Independent Contractor. Contractor is and shall be acting at all times as an independent contractor and not as an employee of City. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor's employees, except as set forth in this Agreement. Contractor shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City. Contractor shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Contractor and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Contractor shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Contractor further agrees to indemnify and hold City harmless from any failure of Contractor to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. 6.9. Cooperation. In the event any claim or action is brought against City relating to Contractor's performance or services rendered under this Agreement, Contractor shall render any reasonable assistance and cooperation which City might require. 6.10. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information that could result in the unauthorized disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall regularly assess the sufficiency of any safeguards and information security Falck Mobile Health Corp. dba Care Ambulance Service, Inc. awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light of the assessment. 6.11. Conflict of Interest. Contractor and its officers, employees, associates and subcontractors, if any, will comply with all conflict of interest statutes of the State of California applicable to Contractor's services under this agreement, including, but not limited to, the Political Reform Act of 1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Contractor covenants that none of Contractor's officers or principals have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of the services hereunder, including in any manner in violation of the Political Reform Act. Contractor further covenants that in the performance of this Agreement, no person having such interest shall be used by Contractor as an officer, employee, agent, or subcontractor. Contractor further covenants that Contractor has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants and agrees that Contractor and/or its subcontractors shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City prior to the completion of the work under this Agreement. 6.12. Prohibited Employment. Contractor will not employ any regular employee of City while this Agreement is in effect. 6.13. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.14. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.15. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.16. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.17. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement and have had an adequate opportunity to review each and every provision of the Agreement and submit the same to counsel or other Contractors for review and comment. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 10 Falck Mobile Health Corp. dba Care Ambulance Service, Inc. 6.18. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. 6.19. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.20. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.21. Counterparts and Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or other electronic means and have the same legal effect as if they were original signatures. 6.22. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement, provided, however, that City's approval is subject to ratification by its City Council. 6.23. Taxpayer Identification Number. Contractor shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue Service. [SIGNATURE PAGE FOLLOWS.] Falck Mobile Health Corp. dba Care Ambulance Service, Inc. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CITY OF WEST COVINA, A municipal corporation Date: David Carmany City Manager CONTRACTOR J/( d,t Date: Signa ut re or - Name and Title ATTEST: Lisa Sherrick Assistant City Clerk APPROVED AS TO FORM: Thomas P. Duarte City Attorney APPROVED AS TO INSURANCE: Helen Tran Human Resources and Risk Management Director Date: Date: 12 Falck Mobile Health Corp. dba Care Ambulance Service, Inc. EXHIBIT A SCOPE OF WORK Contractor will provide two (2) ambulance units in the City, which will provide two (2) ten (10) hour shifts, twice daily, in accordance with the requirements set forth below. Contractor will provide all necessary personnel, equipment and vehicles in connection with the services. SECTION 1. SCOPE OF PRACTICE— RESPONSE AREAS For reporting purposes, the response area includes the geographic areas in and around the City of West Covina, including future annexations, as well as geography covered by the merging of services with non -West Covina areas. SECTION 2. GENERAL REQUIREMENTS Contractor shall perform all contractual services in accordance with both the letter and spirit of all requirements, conditions, specifications, expectations, and other parameters delineated in the Agreement, to the complete satisfaction of City. All statements made and action taken by Contractor in the execution of contractual obligations shall be done in a prudent, professional, and courteous manner that supports and/or advances City's Emergency Medical Services ("EMS") mission of optimizing patient outcome by providing superior quality patient care with proficiency and compassion. Most important, Contractor's decision making and conduct shall always be guided by and reflect only the highest ethical standards, conform with the principles of fairness and equal justice, and demonstrate respect and dignity of all human beings. A. Contractor will be responsible for ensuring that all facilities, properties, vehicles, material and document/records used or available for use in the performance of contractual services and/or in the execution of contractual obligations are in good condition, fully functional, and maintained in a clean, orderly and organized manner. B. Contractor shall designate one person, approved by City, as its official liaison to City who will serve as the primary contact and interface. In order to foster teamwork and efficiency, it is imperative that there be an outstanding working relationship and excellent communications between agencies and agency liaisons. C. Contractor shall ensure that ambulance personnel have sufficient understanding of, and are at all times in compliance with, all applicable EMS -related laws (federal, state, local), including, but not limited to: (1) California Health & Safety Code, Division 2.5; (2) California Code of Regulations, Title 22, Division 9, Chapter 2; and (3) California Vehicle Code. D. Contractor shall ensure that ambulance personnel comply with all local, State and City protocols (i.e., official rules, policies, procedures, standing orders, guidelines, etc.), as well as Contractor's internal protocols. Contractor, including any individual ambulance operator, shall immediately bring to the attention of City any protocol that appears to conflict with other protocols in order to reconcile the inconsistency, contradiction, and/or ambiguity. E. Contractor shall provide services in this Agreement without regard to the patient's national origin, ethnicity, color, religion, sexual orientation, gender, age, insurance status, or ability/inability to pay. F. Contractor shall develop and maintain a comprehensive and relevant Continuous Quality Improvement (CQI) plan and system that compliments and interfaces with City's CQI plan / quality management system. The West Covina Fire Department operates three ambulances that provide basic life support (BLS) and advanced life support (ALS) services for the community. In the EMS industry, BLS services are typically provided by certified Emergency Medical Technicians (EMTs). ALS services are provided when a patient is in critical condition and a paramedic is required to assist in the treatment of the patient before and/or during transportation to the hospital. The Fire Department's three ambulances are staffed with two Firefighter/Paramedic positions per ambulance; capable of providing BLS and ALS services. In the City's current dispatch system, 9-1-1 calls are received through the communications center. City dispatchers receive the call and dispatch a Fire Department engine and ambulance within thirty seconds. If there are no available Fire Department resources, City dispatchers must then call for mutual aid support and call for a private ambulance company to provide backup emergency ambulance transportation services. The City of West Covina has full California State Emergency Services Act 201 rights to manage all transportation of patients within City limits. When there is a need, an agency with 201 rights can request assistance from other organizations or enter into agreements with private agencies to assist with transportation services. Currently, when there is a need for transportation and the available resources do not meet the amount of transportation needed, the 9-1-1 dispatch center will call down a list of private ambulance transportation providers to assist. There is no guarantee that a private ambulance provider will have available resources. During normal day-to-day operations when there is not a pandemic and resource need surges, the wait time for a private ambulance provider is between 15-20 minutes. On a regular basis, wait times for a private ambulance provider for transport purposes is between 30-45 minutes. During this COVID-19 pandemic, resource request for transportation of patients has been a challenge. Patient off-loading times at receiving hospitals is consistently between 2-4 hours, there has been a number of incidents where all rescue ambulances have been on patient off loading times exceeding 5 hours. With our Rescue Ambulances on patient off loading delay, there has been several incidents where no ambulance or advanced life support care is available in the City of West Covina. DISCUSSION: Pursuant to West Covina Municipal Code section 2-330(b), bidding may be dispensed with when an emergency requires that an order be placed with the nearest source of supply. The Fire Department proposed entering into an agreement for the provision of backup emergency ambulance transportation services with Falck Mobile Health Corp. dba Care Ambulance Service, Inc. ("Care Ambulance"), a private ambulance company which routinely provides service within the local area. Due to the COVID-19 emergency and the immediate need for backup emergency ambulance transportation services, bidding was dispensed with as authorized by West Covina Municipal Code section 2-330(b). The City Manager, acting in the capacity of the Director of Emergency Services, approved the agreement as authorized by West Covina Municipal Code section 8-7(a)(7) (f) in order to support the City's emergency organization and protect the lives of the citizens of West Covina. Care Ambulance commenced providing services on December 25, 2020. The agreement will help develop a streamlined response model for backup transport of ALS and BLS patients, via ambulance, to the most appropriate receiving facility and/or designated hospital during the COVID-19 pandemic. The goal is to use Care Ambulance to respond to and transport patients allowing for the City's paramedic unit to leave the hospital in a timely manner and return to service in order to be available to respond to another emergency incident. Exclusive 9-1-1 emergency ambulance transportation zones are bid every 10 years in Los Angeles County. West Covina has its own exclusive area. Care Ambulance has Los Angeles County zones 2, 3, 4 and 5, which extend from Glendale to the west and the county line to the east encompassing the entire east end of the county from Claremont to Orange County to Long Beach. Care Ambulance already has services that surround West Covina including a recent contract awarded the City of La Habra for emergency ambulance transport services. Under this short-term agreement, Care Ambulance will provide similar services to West Covina at similar rates to those charged to La Habra. The agreement will initially be effective through June 24, 2021. Care Ambulance will be responsible for Contractor shall ensure that relevant and frequent education and training courses are offered to assist field personnel in maintaining certification/licensure as defined in California Code of Regulations Title 22, Chapters 2, 4 and 11 and, to the extent possible, shall be built upon observation and findings derived from the Quality Assurance / Continuous Quality Improvement Plan. Contractor shall provide full access to City Fire Department personnel to patient care reports. Patient care reports and records shall be available to City Fire Department personnel on a real time basis. SECTION 3. VEHICLES AND SCHEDULE. Contractor shall provide two (2) ambulance units deployed in accordance with the schedule requested by City's Fire Chief. All ambulances shall be housed at locations as approved by City's Fire Chief within the boundaries of City, or other such locations as approved in writing by City's Fire Chief. SECTION 4. MEDICAL EQUIPMENT & SUPPLIES INVENTORY Contractor shall ensure that the medical equipment and supplies inventory of all ambulances comply with Los Angeles County protocols. Contractor shall be responsible for, and bear all costs for, all routine preventative maintenance and repairs of ambulances. Contractor shall adhere to its maintenance and maintenance records plan during the contract period. When an ambulance must be taken out of service for any reason (including mechanical failure and scheduled preventative maintenance) and for any length of time (temporarily or permanently), Contractor shall immediately provide a replacement ambulance that meets the same requirements/specifications. SECTION 5. TIME STANDARDS The following ground ambulance time standards are a goal at a compliance rate of at least 90% fractile by Contractor's ambulance crews. Contractor shall work with City to ensure that all dedicated crews and any surge protection complies with the below standard. If units fall below the time standard, Contractor agrees to work with City to bring the standard up to the 90% fractile. ENROUTE to ON SCENE INTERVAL, CODE-3 < 10 minutes ENROUTE to ON SCENE INTERVAL, CODE-2 < 15 minutes SECTION 6. PERSONNEL AND HOUSING Staffing. Contractor shall ensure that all units, regardless of hours staffed, are at all times staffed by two (2) Emergency Medical Technician's (EMT) certified in the State of California. General Employment Policies. 1. Employee Wellness & Personnel Assistance Resources — Contractor shall ensure that all personnel have access to a Wellness & Personnel Assistance program and/or resources. 2. Criminal Background Check — Contractor shall provide a background check process in its hiring process and must comply with all State EMS Authority and LEMSA criminal history check requirements for all of its employees who work in Los Angeles County. Contractor shall contact all references given on applications, including but not limited to, any former EMS employers. 3. Physical Fitness Testing & Training — Contractor shall ensure that each EMT passes physical fitness testing or training used as part of the initial hiring process and/orongoing health maintenance. Contractorshall ensure that each EMT maintains that level of physical fitness throughout the entire term of the Agreement. 4. Driver History — Contractor shall require all ambulance driver candidates in its employ to submit a current California Department of Motor Vehicles Driving Record Report as requested by City. Contractor shall utilize the California Department of Motor Vehicles Pull Notice Program for all ambulance personnel and its employment. 5. DriverTraining Program —Contractor shall require all ambulance personnel in its employment to successfully complete an approved emergency ambulance driver -training program to ensure that ambulances are operated in a legal and safe manner. The driver -training program should be designed to verify driving proficiency upon hire and at reasonably spaced periodic intervals. The driver program shall meet or exceed industry standards. Contractor shall ensure that its vehicles are at all times operated in a safe manner. 6. Vehicle & Equipment Familiarity — Contractor shall ensure that all employees who staff any ambulance as part of the Agreement are thoroughly familiar with all aspect of vehicle operation, and the location and use of all on -board equipment and supplies. Uniforms & Personal Protective Equipment. 1. Uniforms — Contractor personnel shall wear uniforms that are approved by City for the use by contract ambulance employees when functioning as an on -duty EMT on a City contract ambulance. 2. Personal Protective Equipment (PPE) — Contractor shall ensure that employees have the appropriate PPE that meets national safety standards for EMS personnel, to include helmet, reflective vest, eye protection, bullet proof vests, and ear/hearing protection. 3. Costs — Contractor or its employees shall bear all uniform and PPE related costs except where specified otherwise, including cleaning, maintenance, repair, and replacement. Employee Appearance & Behavior. 1. The City of West Covina Policies/Procedures — Contractor shall ensure that employees adhere to all relevant City policies/procedures regarding appearance and behavior. City will provide Contractor copies of all relevant policies/procedures. 2. General Appearance — Contractor shall ensure that employees at all times look and act in a professional manner to instill confidence in the citizens served, and to preserve the reputation of City and the Fire Service/EMS profession generally. 3. Grooming & Hygiene — Ambulance personnel shall be clean and well- groomed at all times while on -duty or otherwise representing City, and exercise good personal hygiene habits in accordance with City policies, procedures, and standards. 4. Mental Alertness — Ambulance personnel shall report for duty well rested, alert, and not under the influence of any substance, legal, or illegal, that may impair their judgment and/or performance. 5. Physical Fitness — Ambulance personnel shall keep themselves at a level of physical fitness sufficient to ensure they are capable of performing all the physical functions expected of an EMT. Conduct —Ambulance personnel shall always act in a safe, professional, and courteous manner. Advocacy — Ambulance personnel are deemed part of the EMS system, and are therefore expected to always act in the best interest of the EMS system and the patients who depend on emergency personnel. SECTION 7. OPERATIONS All services provided shall be under the direction of the City, including, but not limited to the City Captain/incident Commander and/or the paramedic(s) in charge of a patient and/or incident. Contractor's personnel's actions should be in support of, and consistent with, City's efforts. SECTION 8. SURGE PLAN Upon request from City, Contractor may provide ambulances for surge purposes_ Contractor may use any ambulance in its fleet for surge purposes so long as it meets or exceeds the requirements of the California Highway Patrol, the California Department of Motor Vehicles, the United States Department of Transportation, and the Los Angeles County EMS Agency. Contractor shall use its best efforts to supply the surge ambulances. SECTION 9. BILLING City will perform all billing services for all transports directly or through a third party contractor. Contractor shall not perform any billing services in connection with this Agreement. transporting and forwarding any patient billing information to the City's emergency services' ambulance transportation billing vendor. The City's emergency services' ambulance transportation billing vendor will continue to bill any transports for the transportation services provided. The City will continue to receive any revenue from the patient transported by Care Ambulance. Ambulance subscription program subscribers who are transported by Care Ambulance will not incur any out-of-pocket cost. Under the agreement, Care Ambulance, to the extent possible, will provide two dedicated ambulances from 0800 hours to 1800 hours and two additional dedicated ambulances from 1600-0200 hours daily. Due to the emergency services' outbreak, there may be times that Care Ambulance is unable to provide two ambulances, but will guarantee one during the times identified. The cost for service is $85.00 per hour per unit. The units will be utilized to transport patients allowing City paramedics to return to services in minimal amount of time upon arriving to the emergency department; average time is 10 minutes. With this agreement, the Fire Department will preserve necessary local control over the quality of emergency ambulance transportation services provided within the City's jurisdiction, referred to by Los Angeles County as West Covina's Exclusive Operating Area. As outlined above, the City Manager, acting in the capacity of the Director of Emergency Services, approved the agreement as authorized by Section 8-7(a)(7)(f) of the West Covina Municipal Code. Staff is requesting that the City Council ratify the agreement. LEGAL REVIEW: The City Attorney's Office has reviewed the agreement and resolution and approved them as to form. OPTIONS: The City Council has the following options: 1. Approve Staff's recommendation; or 2. Provide alternative direction. Prepared by: Vincent A. Capelle, Fire Chief Additional Approval: Thomas P. Duarte, City Attorney Additional Approval: Robbeyn Bird, Finance Director Fiscal Impact FISCAL IMPACT: There will be a fiscal impact to the City's General Fund Reserves in the amount of $547,500.00. The proposed budget amendment will increase the Professional Services expenditure account to $611,850.00 (Account No. 110.32.3210.6110). The private ambulance company will invoice the City monthly at a rate of $85.00 an hour per unit not to exceed $547,500.00. Fund Type Account No. Amount Professional Services 110.32.3210.6110 $547,500.00 Attachments Attachment No. 1 - Resolution No. 2021-04 Attachment No. 2 - Agreement with Falck Mobile Health Corp. dba Care Ambulance CITY COUNCIL GOALS & OBJECTIVES: Protect Public Safety Respond to the Global COVID-19 Pandemic ATTACHMENT NO.1 RESOLUTION NO.2021-04 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2020 AND ENDING JUNE 30, 2021 (AMBULANCE TRANSPORTATION SERVICES) WHEREAS, the City Manager, on or about June 23, 2020, submitted to the City Council a proposed budget for the appropriation and expenditure of funds for the City of West Covina for Fiscal Year 2020-21; and WHEREAS, following duly given notice and prior to budget adoption, the City Council held public meetings, receiving, considering and evaluating all comments, and adopted a budget for the fiscal year commencing July 1, 2020 and ending June 30, 2021; and WHEREAS, amendments must periodically be made to the budget to conform to changed circumstances following adoption of the budget. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The City Council hereby approves Budget Amendment No. 026, attached hereto as Exhibit "A." SECTION 2. The City Clerk shall certify to the adoption of this resolution and shall enter the same in the book of original resolutions and it shall become effective immediately. APPROVED AND ADOPTED this 19th day of January 2021. Letty Lopez-Viado Mayor APPROVED AS TO FORM ATTEST Thomas P. Duarte Lisa Sherrick City Attorney Assistant City Clerk I, LISA SHERRICK, ASSISTANT CITY CLERK of the City of West Covina, California, do hereby certify that the foregoing Resolution No. 2021-04 was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof held on the 19th day of January 2021, by the following vote of the City Council: AYES: NOES: ABSENT: ABSTAIN: Lisa Sherrick Assistant City Clerk Exhibit "A" BA # 026 CITY OF WEST COVINA Posted By: BUDGET AMENDMENT Date Posted: Date: 01/19/2021 Fiscal Year: 2020-2021 Requested by: Vincent A. Capella Amount: $547,500.00 Dept/Div: Fire Department Description: Ambulance Transportation Services EXPENDITURES Account Number Dept/Account Description Current Budget Proposed Amendment Amended Budget 110.32.3210.6110 Fire/Professional Services $64,350.00 $547,500.00 $611,850.00 REVENUES Account Number Account Description Current Budget Proposed Amendment Amended Budget REASON/JUSTIFICATION (Please be specific) Conract agreement for ambulance transportation services with FALCK MOBILE HEALTH CARE CORP. dba CARE SERVICE. INC. APPROVALS City Council Approval Date (if required, attach minutes): 01/19/2021 ❑ Approval Not Required Dept Head Approval: Date: Finance Director: Date: Funds Available? ❑ Yes No City Manager: Date: (if over $100,000) ❑ Approved ❑ Denied ATTACHMENT NO. 2 CITY OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH FALCK MOBILE HEALTH CORP. DBA CARE AMBULANCE SERVICE, INC. FOR AMBULANCE TRANSPORTATION SERVICES THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and entered into this 6th day of January, 2021, by and between the CITY OF WEST COVINA, a municipal corporation ("City"), and FALCK MOBILE HEALTH CARE CORP., INC., a California corporation DBA CARE AMBULANCE SERVICE, INC., a California corporation ("Contractor"). WITNESSETH: WHEREAS, the California Emergency Services Act (Government Code Section 8550 et seq.) authorizes the City Council, or an official designated by ordinance adopted by the City Council, to proclaim a local emergency when the City is threatened by conditions of disaster or extreme peril to the safety of persons and property within the City that are likely to be beyond the control of the services, personnel, equipment, and facilities of the City; and WHEREAS, West Covina Municipal Code section 8-7(a)(1) empowers the City Manager, as the Director of Emergency Services, to declare the existence or threatened existence of a local emergency when the City is affected or likely to be affected by a public calamity; and WHEREAS, on March 16, 2020, the City Manager declared a local emergency as authorized by Government Code section 8630(a) and West Covina Municipal Code section 8- 7(a)(1) through Proclamation No. 2020-01 due to the coronavirus (COVID-19) pandemic; and WHEREAS, on March 17, 2020, the City Council adopted Resolution No. 2020-19, ratifying the City Manager's proclamation as required by Government Code section 8630(b) and West Covina Municipal Code section 8-7(a)(1); and WHEREAS, the City Council determined there was a need to continue the local emergency on April 7, 2020, May 5, 2020, June 2, 2020, June 23, 2020, July 21, 2020, August 18, 2020. September 15, 2020, October 6, 2020, October 20, 2020, November 17, 2020, and December 1, 2020 in accordance with West Covina Municipal Code section 8-7(a)(2); and WHEREAS, during a local emergency, West Covina Municipal Code section 8-7(a)(7)(f) authorizes the City Manager, as the Director of Emergency Services, to approve contracts as necessary to support the emergency organization of the City and to protect the life and property of the citizens of West Covina, and WHEREAS, the State of California utilizes the 'Blueprint for a Safer Economy' to determine which businesses can and cannot open, utilizing a color -coded tier system and assigning each county in the State a tier based on its case rate and test positivity rate. Los Angeles County has remained in the purple — widespread tier since late August; and WHEREAS, currently in Los Angeles County, emergency rooms have zero percent (0%) capacity; and Falck Mobile Health Corp. dba Care Ambulance Service, Inc. WHEREAS, because emergency rooms have 0% capacity, City ambulances have to wait as long as six (6) hours to transfer patients to area hospitals; and WHEREAS, due to the time spent waiting to transfer patients to area hospitals, City ambulances are unable to respond to other calls for service; and WHEREAS, the City requires additional ambulance transportation services in order to respond to calls for service while emergency rooms are at capacity due to the COVID-19 pandemic; and WHEREAS, West Covina Municipal Code section 2-330(b) provides that bidding may be dispensed when an emergency requires that an order be placed with the nearest source of supply; and WHEREAS, Contractor represents that it is an ambulance provider fully licensed and otherwise qualified to perform the ambulance transportation services; and WHEREAS, City proposes to utilize the services of Contractor as an independent contractor to provide ambulance transportation services during the COVID-19 emergency, as more fully described herein; and WHEREAS, bidding has been dispensed as authorized by West Covina Municipal Code section 2-330(b); and WHEREAS, City and Contractor desire to contract for the specific services described in Exhibit "A" and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and WHEREAS, no official or employee of City has a financial interest, within the provisions of sections 1090-1092 of the California Government Code, in the subject matter of this Agreement; and WHEREAS, the City Manager, as the Director of Emergency Services, is approving this Agreement as authorized by West Covina Municipal Code section 8-7(a)(7)(f) in order to support the City's emergency organization and protect the lives of the citizens of West Covina; and WHEREAS, Contractor acknowledges that this Agreement is subject to ratification by the West Covina City Council; and WHEREAS, Contractor and City acknowledge that due to the COVID-19 emergency and immediate need for Contractor's services, Contractor commenced providing services on December 25, 2020 ("Effective Date') and intend and desire that this Agreement be effective retroactive to the Effective Date to encompass services provided since the Effective Date. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: Falck Mobile Health Corp. dba Care Ambulance Service, Inc. 1.0. SERVICES PROVIDED BY CONTRACTOR 1.1. Scope of Services. Contractor shall provide the professional services described in the Scope of Work, attached hereto as Exhibit "A" and incorporated herein by this reference. Contractor shall provide the services set forth herein in accordance with this Agreement, the requirements set forth in Exhibit A, and all applicable local, state, and federal laws, rules, regulations, policies and procedures, including but not limited to the West Covina Fire Department's Standard Operating Procedures. 1.2. Professional Practices. All professional services to be provided by Contractor pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional contractors in similar fields and circumstances in accordance with sound professional practices. Contractor also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Contractor's performance of this Agreement. 1.3. Performance to Satisfaction of City. Contractor agrees to perform all the work to the reasonable satisfaction of the City. Evaluations of the work will be done by the City Manager or his or her designee. If the quality of work is not reasonably satisfactory, City in its discretion has the right to: (a) Meet with Contractor to review the quality of the work and resolve the matters of concern; (b) Require Contractor to repeat the work at no additional fee until it is satisfactory; and/or (c) Terminate the Agreement as hereinafter set forth. 1.4. Warranty. Contractor warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Contractor shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above -mentioned laws, which may be incurred by reason of Contractor's performance under this Agreement. 1.5. Non -Discrimination. In performing this Agreement, Contractor shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military or veteran status, except as permitted pursuant to section 12940 of the Government Code. 1.6. Non -Exclusive Agreement. Contractor acknowledges that City may enter into agreements with other Contractors for services similar to the services that are subject to this Feick Mobile Health Corp. dba Care Ambulance Service, Inc.