02-02-2021 - AGENDA ITEM 03 CONSIDERATION OF RATIFICATION OF AGREEMENT WITH THE COUNTY OF LOS ANGELES DEPARTMENT OF HEALTH SERVICES FOR SPACE USEAGENDA ITEM NO.3
AGENDA STAFF REPORT
City of West Covina I Office of the City Manager
DATE: February 2, 2021
TO: Mayor and City Council
FROM: David Carmany
City Manager
SUBJECT: CONSIDERATION OF RATIFICATION OF AGREEMENT WITH THE COUNTY OF
LOS ANGELES DEPARTMENT OF HEALTH SERVICES FOR SPACE USE
RECOMMENDATION:
It is recommended that the City Council take the following actions:
1. Ratify the Space Use Agreement with the County of Los Angeles (County) Department of Health
Services (DHS), with a term through June 30, 2021, to provide space for COVID-19 testing centers in
West Covina; and
2. Authorize the City Manager to negotiate and execute the necessary documents to provide for space use,
in such final form as approved by the City Attorney.
BACKGROUND:
At the January 19, 2021 City Council meeting, the Council directed staff to enter into a Memorandum of
Understanding with the County of Los Angeles Department of Public Health (DPH) for Public Medical Point
of Dispensing (MPOD) sites in West Covina.
The City of West Covina is committed to do its part in helping fight the pandemic and keeping our community
safe. West Covina wants to ensure our residents have access to testing and the vaccines. Council and staff
efforts with the County have led to the executed MOU that positions West Covina ready for vaccination sites in
our community.
In addition to the partnership with County DPH on the MOU for the MPOD, there remains a need in Los
Angeles County for COVID-19 testing. The County DHS, which oversees an integrated health system
consisting of hospitals, health centers, and community partner clinics within the County, is in need of available
spaces in the community to install testing kiosk machines. County DHS will operate a kiosk machine that is a
self-service piece of equipment where individuals can get testing materials and leave them for evaluation.
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.
DISCUSSION:
IN WITNESS WHEREOF, County and Grantor by their duly authorized signatures have caused this
Agreement to be effective on the Effective Date as defined above.
COUNTY OF LOS ANGCLCS
DEPARTMENT OF HFALTH SERVICES
.sy
By for
Authorized Signature
Name Christina R. Ghaly, M.D.
Title Director of Health Services
GRANTOR:
CITY OF WEST COVINA
By —
Ailifiorized Signature
Name David Carmany
Title CityManaaer
7
10-M
EXHIBIT A
ENGAGEMENT ORDER
ENGAGEMENT NO. H-708962-1
SPACE SPECIFICATIONS
SPACE NAME:
Cameron Community Center
LOCATI w/ADDRESS: .
1305 E. Cameron Av., West Covina, CA 91790
ENGAGFMF.NTDUI'LATIO W
Start. date: January 23, 2021
HOURS OrUSE:
$;00 arrr—s00 pm Sunday through Saturday
ADMINISTRATION OF ENGAGEMENT
4 COUNTY'S ENGAGEMENT ADMINISTRATOR
NAME:
Paula Slier
TITLE:
Clinical Nursing Director
PHONE NUMBER: (626) 525-5293
EMAIL:
psiler@dhs,iacounty.gov
ADDRESS:
1000 S. Freemont St., 61' Floor
Alhambra, CA 91803
GRANTOR'S ENGAGEMENT ADMINISTRATOR
NAME:
David Carmany
TITLE:
City Manager
PHONE NUMBER: 626.939.8401
EMAIL:
dcarmany 111-tcovina.org
ADDRESS:
1444 W. Garvey Av. South
West Covina, CA 91790
Q1
3. ENGAGEMENT RESPONSIBILITIES
3.1 COUNTY'SRESPONSIBILITIES
In addition to other responsibilities of County and/or in lieu of responsibilities of Grantor
specified in the Agreement, County will be responsible for the following for the duration of this
Engagement:
1. Providing oversight of testing operations.
3.2 GRANTOR'S RESPONSIBILITIES
In addition to other responsibilities of Grantor and/or in lieu of responsibilities of County
specified in the Agreement, Grantor will be responsible for the following during the term of this
Engagement:
1. Providingvenue•
2. Providing for trash pick-up.
3. Providing point of contact and address for delivery of the supplies ordered by County or its
agents,
4. Providing electrical power.
APPROVED
COUNTY of LOs ANGELES
Signature— CowIV, Project Director / Manager
Julio C. Alvarado
Print Narne
Director, Contracts and Grants Division
Title
1 /23/21
mate
Signature— rantor's Project Manager
Vincent Capella
Print Name
Fire Chief
Title
i -a a •ZAP 1
Date
OG,
EXHIBIT B
ADMINISTRATION OF AcnrEMENT
COUNTY's ADMINISTRATION
AGREEMENT NO, U-708962
COUNTY'S PROJECT DIRECTOR:
Name: Julio C. Alvarado
Title: Director. Contracts and Grants Division
Address: 313 N Figueroa Street 6" Floor Bast.] ks Angeles CA 90012
Telephone: (213)298-7819 Facsimile: 213 250-29-51.
E-Mail Address: i•Ihnriddndhs lacnm,n'.Lov
*COUNTY'S PROJECT MANAGER:
Name: Clemens Hone MD --
Title: Director, Whole Person Care
Address: 313 N. Figueroa Street 911Floor Los Angeles CA 90012 --
Telephone: (617) 640-3454 Facsimile: hi
r-Mail Address:chong0l(IIIs.lncounl a'>rn•
*Notices MAN be went to Countj" s ProiectMnnope , n!t/t n copy to Count, r'sProiectDirector.
10
co 9
L, XIIIBIT B
ADMINISTRATION OF AGREEMENT
GRANTOR'S ADMINISTRATION
AGREEIgTENT No. H-708962
GRANTOR'S PROJECT MANAGER:
Name: Vincent Capelle
Title: Fire Chief
Address: 1444 W. Garvey Av. South, West Covina, CA 91799
Telephone: 626.939.8840 Facsimile: 626.939.8640
E-Mail Address: vcapellerifwesicovinn.ora
GRANTOR'S AUTHORIZED OFFICIAL: Name, title and contact information for the individual authorized to
act on behalf of and bind the Grantor during the term of the Agreement.
Name: David Carmany
Title: City Manager
Address: 1444 W. Garvey Av. South, 'West Covina, CA 91799
Telephone: 626,939,9401 Facsimile: 626.939.8406
E-Mail Address: dcarmany(dink slcovina.ora
NOTICES: Notices regarding the Agreement shall be sent to the following: ,
Name: David Carmany
Title: City Manager
Address: 1444 W. Garvey Av. South, West Covina, CA 91799
Telephone: 626.939.8401 Facsimile: 626.939.8406
E-Mail Address: dcannany(r!.veslcovina.an
1;1
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The County DHS has recognized that the City of West Covina is a critical partner with the capability and
interest in protecting the health of the City's as well as the County's population during a major public health
emergency. Over the last couple of months, staff has worked in collaboration with DHS to identify testing
opportunities in West Covina.
The City has partnered with the County DHS to provide space to accommodate COVID-19 testing. On January
23, 2021, the City Manager, acting in the capacity of the Director of Emergency Services, approved and
executed the Space Use Agreement with the County DHS for the use of Cameron Community Center facility,
as authorized by Section 8-7(a)(7)(f) of the West Covina Municipal Code. Pursuant to the agreement, the City
Manager is the City's Engagement Administrator and Authorized Official and the Fire Chief is the City's
Project Manager.
Pursuant to the agreement, the City and the County DHS have the following responsibilities:
City of West Covina
• Providing & Maintaining the space (7 days a week lam - 7pm)
• Providing space at no cost
• Granting a permit to the County DHS for use of the space
• Providing trash pick-up
• Providing a point of contact and address for delivery of the supplies ordered by County or its agents
• Providing utilities
County DHS
• Setting up and shutting down the operational area at the space
• Appointing a designee to oversee all COVID-19 related activities performed by the County and its agents
and serve as a day-to-day contact for the City
• Treatment and removal of biohazardous waste from the premises
• Providing COVID-19 service related products, including test kits
• Providing oversight of testing operations
The agreement will remain in effect until June 30, 2021, unless it is sooner terminated or mutually agreed
upon to extend.
As outlined above, the City Manager, approved and executed 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 approved it 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: Robbeyn Bird, Finance Director
Additional Approval: Thomas P. Duarte, City Attorney
Fiscal Impact
FISCAL IMPACT:
Testing Kiosks, personnel and test kits will be provided to the City of West Covina by County DHS at no cost.
Eligible costs incurred by performing the County DHS - City of West Covina Space Use testing Plan may
potentially be recovered by the City from federal, state, or local government funds, or other permissible
sources of recovery.
Attachments
Attachment No. 1 - Space Use Agreement with LA County DPH for COVID-19 Testing and Vaccination
CITY COUNCIL GOALS & OBJECTIVES: Protect Public Safety
Respond to the Global COVID-19 Pandemic
ATTACHMENT NO. 1
AGREEMENT NO. H-708962
SPACE USE AGREEMENT
BY AND BETWEEN
COUNTY OF LOS ANGELES
AND
CITY OF WEST COVINA
This Space Use Agreement ("Agreement") ismade and entered into on this 23rd day of January, 2021
("Effective Date") by and between the County of Los Angeles ("County"), a political subdivision ofthe
State of California, on behalf of its Department of Health Services ("Department") and the the City of
West Covina at Cameron Community Center ("Grantor").
RECITALS
WHEREAS, Grantor is a rightful possessor or occupant with a right to transfer use of certain facil ities or
other space ("Space") to County during the tern of this Agreement; and
WHEREAS, on March 4, 2020, County's Boatel of Supervisors declared a Local and Public Health
Emergency ("Emergency") following the introduction ofthe Corovnavirus Disease 2019 ("COVED-I9")
cases in Los Angeles County; and
WHEREAS, as a result of such Emergency, (i) County desires to use the Space at cetain times during
the term ofthe Agreement for COVID-19 related services, including testing, and (ii) Grantor has no use
for the Space during the term of each Engagement (as defined below) and, therefore, desires to permit
County to use the Space for such purposes.
NOW THEREFORE, in consideration ofthe foregoing and mutual covenants set forth below, the parties
hereto agree as follows:
1. SPACE USE
1.1 ENGAGEMENTS
For each consecutive period of time when County desires to use the Space in accordance with the
terns ofthe Agreement ("Engagement"), County and Grantor will fil I out and execute the form
substantially similar to the form in Exhibit A (Engagement Order), which will include, among
others, the specific Space location, duration ofthe Engagement and hours of use ("Hours of
Use") ofthe Space by County and its Users (as defined below), responsibilities of each party
during and relating to the Engagement and personnel administering the Engagement on behalf of
each party. Each such executed form will be an "Engagement Order" for Space use under the
Agreement.
1.2 SCOPEOFUSE
Grantor hereby grants to County, including its officers, employees, agents, contractors and
volunteers, as well as County's patients, clients, invitees, visitors and other users of the Space
("Users"), during the term ofthe Agreement, the tight to enter onto, access, occupy and use the
Space far the duration of the Engagement during the Hours of Use, Permissible uses ofthe
Space by County and the Users include COVED-19 testing, related services and supporting tasks.
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Notwithstanding Hours of Use specified in an Engagement Order, County and Grantor may
agree in writing to different and/or additional Hours of Use for the Engagement, including time
perod and/or days for permissible uses of the Space by County and the Users.
1.3 GOOD CONDITION
At the conclusion of each Engagement, County will return the Space in the same condition it was
received prior to the commencement ofthe Engagement, except for normal wear and tear and as
otherwise agreed to by the parties, The parties shall cooperate with each other to address repair
ofdamages to the Space caused by County or the Users during Engagements with no fault of
Grantor. County will not make alteratons to the Space, unless otherwise authorized by Grantor,
1A ADMINISTRATION or AGREEMENT
Each party shall administer this Agreement and its performance through the representatives
identified in Exhibit B (Administration of Agreement).
1.5 COMPENSATION
There is no cost to County for its or the Users' use ofthe Space during the term of this
Agreement or during the set up or shutting down ofthe operational area at the Space.
2. TERM AND TERMINATION
2.1 TERM
The term ofthis Agreement shall commence upon the Effective Date (as defined above) and
shall continue in full force and effect until and through June 30, 2021 ("Expiration Date"), unless
sooner terminated as provided herein below or extended upon mutual agreement ofthe parties.
2.2 TERMINATION
2.2.1 TERMINATION FOR CONVENIENCE
This Agreement may, be terminated by either party for convenience upon written notice to the
other given at least ten (10) days prior to the requested termination date, provided, however, that
Grantor may not terminate the Agreement for convenience during any executed, but incomplete
Engagement. County may also terminate any executed Engagement Order before the completion
ofthe Engagement,
2.2.2 TERM INATION FOR MATERIAL BREACH
Either patty may also terminate this Agreement upon breach by the other party of any material
provision of the Agreement, provided such breach continues for ten (10) days (or such additional
time as the non -breaching party reasonably determines is required to cure the breach, se long as
good faith steps are being taken to correct the breach) after receipt by the breaching party of
written notice of such breach from the non -breaching party. Por purposes of this paragraph, the
parties shall take into consideration any Engagement that may be active at the time ofthe breach.
2.2.3 REOULATORYNON-COMPLIANCE
County may terminate this Agreement immediately upon written notice to Grantor in the event of
Grantor's loss of any essential accreditation, license or permit required by law for permissible use
toC-
of the Space under this Agreement, which may substantially impact the ability of County or the
Users to use the Space for intended purposes.
3. RESPONSIBILITIES
3.1 GRANTOR'$ RESPONSIBILITIES
3.1.1 ,MA14MNANCIi
Except as may otherwise be specified in an Engagement Order, Grantor shall be responsible for,
and pay all costs ofand incidental to, the proper maintenance of the Space, including but not
limited to: utilities, including water, gas, electricity and internet access (free wi-fr for County and
the Users, to the extent available); and, to the extent applicable, janitodal and cleaning services,
maintenanceofthe building exterior, grounds, common areas and parking, trash collection and
security, all in compliance with applicable standards, laws, regulations and ordinances. Grantor,
therefore, agrees at its expense to keep and maintain the Space in good repair, including, to the
extent applicable, the interior walls, floors, ceilings, ducts, utilities, air conditioning, heating,
lighting, plate glass, plumbing, sprinkler system, exterior walls, electrical systems, doors, etc.
3.1.2 PARKING
Parking for accessing and entering the Space by County and the Users shall be provided at no
cost and is included within the scope of this Agreement and each Engagement.
3.1.3 ivtlTs
Each of County and Grantor shall obtain all applicable federal, state, county, local and other
permits (building, fire, health and safety, environmental, etc.) necessary to fulfill the respective
obligations under the Agreement and its purpose. Consistent with the foregoing, Grantor hereby
grants to County and the Users a permit to use the Space for COVID-19 related services as
specified in the Agreement and each applicable Engagement Order,
3.3 COUNTY'sRLesPONSIHiLrriES
Except as may otherwise be specified in an Engagement Order, County shall be responsible for
setting up or shutting down the operational area at the Space, including moving equipment, etc.;
maintaining County or its agents' owned or provided furniture, equipment, systems, etc.;
appointing a designee to administer and oversee all COVID-19 related activities performed by
County or its agents and serve as a day-to-day point of contact to Grantor; treatment and removal
of biohazardous waste from the premises; and provision ofCOVID-19 service related products,
including test kits.
INDEMNIFICATION
Al COUNTY INDEatNITY
To the extent allowable by law, County shall indemnify, defend, and hold harmless Grantor and
its officers, employees, contractors and volunteers from and against any and all liability, loss,
damage, expense, costs (including reasonable attorneys' fees) or claims for injury or property
damages to the extent arising out of or in connection with County's acts and/or omissions arising
from or related to this Agreement, including use of the Space by County or the Users, and
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County's breach of the Agreement. This provision shall survive the expiration or termination of
the Agreement.
4.2 GRANTOR INDEMNITY
To the extent allowable by law, Grantor shall indemnify, defend, and hold harmless County,
including its officers, employees, agents, contractors and volunteers, and the Users against any
and all liability, loss, damage, expense, costs (including reasonable attorneys' fees) or claims for
injury or property damages to the extent arising out of or in connection with Grantor's acts and/or
omissions arising fiom or related to this Agreement, including Grantor's obligations to maintain
the Space, and Grantor's breach of the Agreement. This provision shall survive the expiration or
termination of the Agreement.
5. INSURANCE
Each of County and Grantor, at its sole cost and expense, shall insure its activities and
obligations in connection with this Agreement by obtaining, keeping in force and maintaining
during the term ofthe Agreement a program of insurance, including self-insurance, that is
comprised of all applicable and needed coverages with appropriate limits based on the scope of
activities and obligations under the Agreement. Grantor hereby acknowledges that County is
self -insured and consents to County's compliance with the insurance requirements under this
Agreement by self-insurance.
6. INDEPENDENT STATUS
This Agreement is by and between County and Grantor and is not intended, and shall not be
construed, to create the relationship of agent, servant, employee, partnership, joint venture or
association as between County and Grantor. Each ofCounty and Grantor understands and agrees
to beat the sole responsibility and liability for administering the Workers' Compensation benefits
to any person deemed legally entitled to such benefits for injuries arising fiom or connected with
tbis Agreement.
7. NON-DISCRIMINATION
Grantor hereby assures that it shall not unlawfully discriminate, harass or allow harassment
againstany person, Including, to the extent applicable, any employee, student or applicant,
because of sex, race, color, ancestry, religious creed, national origin, sexual orientation, physical
disability (including H1V and AIDS), mental disability, medical condition, age, marital status,
denial of family care leave or based on any other prohibited basis.
S. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996
Grantor expressly acknowledges and agrees that this Agreement does not require or permit
access by Grantor or any of its officers, employees, contractors or agents to any information that
is deemed Protected Health Information ("PHI") under the Health Insurance Portability and
AocotmtabilityAct of 1996 ("HIPAA"). Notwithstanding the foregoing, the parties acknowledge
that in the course of this Agreement, Grantor or its officers, employees, contractors and/or agents
may gain inadvertent access to PHI. Grantor understands and agrees that neither iy nor its
officers, contractors, employees or agents, are to take advantage of such access for any purpose
whatsoever.
Eta
Additionally, in the event of such inadvertent access, Grantor and its officers, employees,
contractors and agents shall maintain the confidentiality of any information obtained and shall
notify County that such access has-been gained immediately, or upon the first reasonable
opportunityto do so. In the event of any access, whether Inadvertent or intentional, Grantor shall
indemnify, defend, and hold harmless County, including its officers, employees, agents, and
volunteers, frorn and against any and all liability, including but not limited to, actions, claims,
costs, demands, expenses, and fees (includ Ing attorneys') arising from or connected with
Grantor's or its officers', employees', contractors' or agents' access to PHI. Grantor agrees to
inform its officers, employees, contractors and agents providing services related to the Space
used by County and the Users pursuant to this Agreement regarding Grantor's obligations as
described herelnabove.
GENERAL PROVISIONS
9A ASSIGNMENT
Neither County nor Grantor shall assign their rights, duties or obligations under this Agreement,
either in whole or in part, without the prior written consent of the other.
93 PUBLIC RECORDS ACC
This Agreement is subject to the California Public Records Act ("PRA") under California
Government Code §§ 6250, et seq. In the event that apublic disclosure request is made to view
records related to this Agreement, County and Grantor will review such records to determine if
fu II or partial disclosure or exemption is legally appropriate under the PRA. Grantor understands
that for purposes of the PRA, records of a confidential nature should be clearly and appropriately
marked as "Confidential", "Proprietary" and/or'Trade Secrot". County shall not in any way be
liable or responsible for the disclosure of any such records including, without limitation, those so
marked, if disclosure is required by law or by an order issued by a court of competent
jurisdiction.
9.3 SBVERABILITY
If any provision of this Agreement is held to be illegal, invalid or unenforceable under present or
future laws effective during the term hereof, such provision shall be fully severable. This
Agreement shall be construed and enforced as ifsuch illegal, invalid or unenforceable provision
had never been apart of the Agreement, and the remaining provisions shall remain in full force
and effect unaffected by such severance, provided that the severed provision(s) are not material
to the overall purpose and operation ofthis Agreement.
9A WAIVER
Waiver by either party ofany breach of any provision of this Agreement shall not be construed
as a waiver of any subsequent breach of the same or any other provision. The failure to exercise
any right hereunder shall not operate as a waiver of such right. All rights and remedies provided
for herein are cumulative.
9.5 INTERPRETATION
The Exhibits attached hereto and any executed Engagement Orders are incorporated herein by
reference and made a part of this Agreement. In the event of any conflict or inconsistency
0c,
between the provisions of this base document (hereinafter "Base Agreement") and the Exhibits or
any executed Engagement Orders or among Exhibits and the executed Engagement Orders, such
conflict or inconsistency shall be, resolved by giving precedence first to this Base Agreement,
then to the Exhibits in alphabetical order and then to the executed Engagement Orders,
Notwithstanding the foregoing, in the event of any conflict or inconsistency between County's or
Grantor's responsibilities specified in the Agreement and any Engagement Order, the
corresponding resposibilities specified in the Engagement Order shall prevail.
9.6 MODIFICATIONS AND AMENDMENTS
This Agreement may be amended or modified at any time by mutual written consent of the
authorized representatives of both parties.
9.7 AUTHORITY
Each of County and Grantor represents and warrants that it has full power and authority to
execute and fully perform its obligations tinder this Agreement and that each person executing
this Agreement on its behalf is the duly designated agent ofthe party and is authorized to do so.
Notwithstanding the foregoing, County acknowledges and agrees that Grantor's approval is
subject to ratification by its City Council.
9.8 APPLICABLE LAW
Each of County and Grantor shall comply with all applicable federal, state and local laws, rules,
regulations, ordinances, directives and guidelines as they apply to each party's activities and
obligations under the Agreement, This Agreement shall be governed in all respects by the laws
of the State of California.
9.9 NOTICES
All notices required under this Agreement shall be deemed to have been fully given when made
in writing and deposited in the United States mail or by electronic mail and addressed to the
persons identified in Exhibit B (Administration of Agreement).
9.10 LNTIREAGREEMENT
The Agreement constitutes the entire agreement between the parties pertaining to the subject
matter contained in it and supersedes all prior and contemporaneous agreements, and no other
representations or understandings of the parties shall be binding unless executed in writing by all
the parties.
9.11 EXECUTIONOFAGREEMENT
This Agreement may be executed in any number of counterparts, each of which shall be deemed
an original, but all of which together shall constitute one and the same Space Use Agreement.
9.12 ELECTRONIC SIGNATURES
County and Grantor agree to consider facsimile and electronic versions of original signatures of
authmized personnel of each patty to have the same force and effect as original signatures, such
that the parties need not follow up facsimile or electronic transmissions of executed documents
with original wet -signature versions.
ER