HomeMy WebLinkAbout25F - AGMT - SENIOR MEALSREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
FEBRUARY 21, 2017
TITLE:
AGREEMENT WITH COMMUNITY
SENIORSERV INC. FOR SENIOR MEALS
PROGRAMS
{STRATEGIC PLAN NO. 5, 6E)
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
❑ As Recommended
❑ As Amended
❑ Ordinance on to' Reading
❑ Ordinance on 2"a Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
FILE NUMBER
Authorize the City Manager and Clerk of the Council to execute an agreement with Community
SeniorServ, Inc. for Senior Meals Programs in the amount of $15,000 for the period February 21,
2017 through June 30, 2017, subject to non -substantive changes approved by the City Manager
and City Attorney.
DISCUSSION
Community SeniorServ, Inc. provides two programs which they have labeled, Meals on Wheels
and Senior Lunch. Additional details about each of their programs are provided below. The
Meals on Wheels program prepares and delivers three meals daily directly to the homes of
homebound, frail, and socially isolated seniors in the City. A registered dietician plans the meals
to assure 100°/% of the U. S. Nutritional Recommended Daily Allowance - consisting of breakfast,
a cold lunch, and a frozen dinner. In addition to meals, clients benefit from daily contact with
delivery staff as well as the calls and/or visits from case workers who regularly check on their
well-being.
The Senior Lunch Program will be offered at three sites in Santa Ana (Santa Ana Senior Center,
Southwest Senior Center, and Vietnamese Community Center) to help alleviate poor nutrition
among the elderly population, especially prevalent among those who live alone and/or on a
limited income. This nutrition program seeks to enhance the physical and mental well-being of
the elderly population by:
• Encouraging a sense of dignity;
• Providing stimulating activities and volunteer opportunities; and
• Augmenting participants' financial resources by providing donation -based meals.
25F-1
Agreement with Community SeniorServ, Inc.
February 21, 2017
Page 2
The Senior Lunch Program meals are also planned and certified by a dietician to meet one third
of each person's daily nutritional needs based on Food and Drug Administration (FDA)
guidelines.
As part of the fiscal year 2016-2017 budget process, $15,000 in general fund monies were
allocated for the purpose of assisting Community SeniorServ, Inc. with program costs to provide
meals to Santa Ana residents. The annual food cost for Santa Ana for the two programs is
approximately $187,000.
STRATEGIC PLAN ALIGNMENT
Approval of this item allows the City to meet Goal #5 - Community Health, Livability, Engagement &
Sustainability, Objective #6 (Focus projects and programs on improving the health and wellness of
all residents), Strategy E (Expand Senior Center programming to provide greater enrichment and
explore activities in art, culture and health).
FISCAL IMPACT
Funds are available in the following account for the specified year:
Unit
0111
Jeannie Jurado
Acting Executive Director
Parks, Recreation and Community
Services Agency
EXHIBIT: 1. Agreement
FY 16/17
111
APPROVED AS TO FUNDS AND ACCOUNT:
Francisco Gutierrez
Executive Director
Finance and Management Services Agency
25F-2
AGREEMENT BETWEEN THE CITY OF SANTA ANA AND
COMMUNITY SENIORSERV, INC. FOR THE PROVISION OF HOME DELIVERED
MEALS PROGRAM SERVICES (Non-CDBG Funds)
THIS AGREEMENT is hereby made and entered into this 21' day of February, 2017, by
and between the City of Santa Ana, a charter city and municipal corporation organized and
existing under the Constitution and laws of the State of California ("City"), and Community
SeniorServ, Ino., a California nonprofit corporation ("Provider").
RECITALS
A. The City desires to retain Provider to participate in the Home Delivered and
Congregate Meals Program in the City.
B. Provider is currently providing such services to the City as a subrecipient of federal
Community Development Block Grant Funds that were received by the City. The
City desires to provide additional direct funding to Provider using City funds.
C. In undertaking the performance of this Agreement, Provider represents that it is
knowledgeable in its field and that any services performed by Provider under this
Agreement will be performed in compliance with such standards as may reasonably
be expected from a professional firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to
the terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Provider shall perform those services as set forth in the Exhibit A and incorporated by
reference to this Agreement.
2. COMPENSATION
a. City agrees to pay, and Provider agrees to accept as total payment for its services, the
sum of $15,000.00. The total sum to be expended under this Agreement shall not
exceed this amount during the term of this Agreement.
b. Payment by City shall be made following full execution of this Agreement by the
parties.
3. TERM
The term of this Agreement shall commence on the date first written above and terminate
on June 30, 2017, unless terminated earlier in accordance with Section 13, below.
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ZIt
4. INDEPENDENT CONTRACTOR
Provider shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor
shall it be construed to create an employer-employee relationship, a joint venture relationship, or
to allow the City to exercise discretion or control over the professional manner in which Provider
performs the services which are the subject matter of this Agreement; however, the services to be
provided by Provider shall be provided in a manner consistent with all applicable standards and
regulations governing such services. Provider shall pay all salaries and wages, employer's social
security taxes, unemployment insurance and similar taxes relating to its employees and shall be
responsible for all applicable withholding taxes.
5. INSURANCE
Prior to undertaking performance of work under this Agreement, Provider shall maintain
and shall require its subcontractors, if any, to obtain and maintain insurance as described below:
a. Commercial General Liability Insurance. Provider shall maintain commercial general
liability insurance which shall include, but not be limited to protection against claims arising
from bodily and personal injury, including death resulting therefrom and damage to property,
resulting from any act or occurrence arising out of Provider's negligent operations in the
performance of this Agreement, including, without limitation, acts involving vehicles. The
amounts of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property damage, in the total
amount of $1,000,000 per occurrence and $2,000,000 in the aggregate. Such insurance shall (a)
name the City, its officers, employees, agents, volunteers and representatives as additional
insured(s); (b) be primary and not contributory with respect to insurance or self-insurance
programs maintained by the City; and (c) contain standard separation of insured provisions.
b. Business automobile liability insurance, or equivalent form, with a combined single
limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for
owned, hired and non -owned automobiles.
c. Worker's Compensation Insurance. In accordance with California State law, Provider,
if Provider has any employees, is required to be insured against liability for worker's
compensation or to undertake self-insurance. Prior to commencing the performance of the work
under this Agreement, Provider agrees to obtain and maintain any employer's liability insurance
with limits not less than $1,000,000 per accident.
d. If Provider is or employs a licensed professional such as an architect or engineer:
Professional liability (errors and omissions) insurance, with a combined single limit of not less
than $1,000,000 per claim with $2,000,000 in the aggregate.
e. The following requirements apply to the insurance to be provided by Provider pursuant
to this section:
Page 2 of 8
25F 4
(i) Provider shall maintain all insurance required above in full force and
effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be furnished to the City upon execution of this
Agreement and shall be approved in form by the City.
(iii) Certificates and policies shall state that the policies shall not be canceled
or reduced in coverage or changed in any other material aspect without
thirty (30) days prior written notice to the City.
(iv) Provider shall supply City with fully executed additional insured endorsement.
f If Provider fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has been procured
and is in force and paid for, the City shall have the right, at the City's election, to terminate this
Agreement. Such termination shall not affect Provider's right to be paid for its time and
materials expended prior to notification of termination. Provider waives the right to receive
compensation and agrees to indemnify the City for any work performed prior to approval of
insurance by the City.
6. INDEMNIFICATION
Provider agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, Providers, special counsel, and representatives from liability: (1) for personal injury,
damages, just compensation, restitution, judicial or equitable relief arising out of claims for
personal injury, including death, and claims for property damage, which may arise from the
negligent operations of the Provider or its contractors, subcontractors, agents, employees, or
other persons acting on their behalf which relates to the services described in section 1 of this
Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution,
judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement.
This indemnity and hold harmless agreement applies to all claims for damages, just
compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered,
by reason of the events referred to in this Section or by reason of the terms of, or effects, arising
from this Agreement. The Provider further agrees to indemnify, hold harmless, and pay all costs
for the defense of the City, including fees and costs for special counsel to be selected by the City,
regarding any action by a third party challenging the validity of this Agreement, or asserting that
personal injury, damages, just compensation, restitution, judicial or equitable relief due to
personal or property rights arises by reason of the terms of, or effects arising from this
Agreement. City may make all reasonable decisions with respect to its representation in any
legal proceeding. Notwithstanding the foregoing, to the extent Provider's services are subject to
Civil Code §2782.8, the above indemnity shall be limited, to the extent required by Civil Code
§2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful
misconduct of the Provider.
Page 3 of 8
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f I .J
Provider shall keep records and invoices in connection with the work to be performed
under this Agreement. Provider shall maintain complete and accurate records with respect to the
costs incurred under this Agreement and any services, expenditures, and disbursements charged
to the City for a minimum period of three (3) years, or for any longer period required by law,
from the date of final payment to Provider under this Agreement. All such records and invoices
shall be clearly identifiable. Provider shall allow a representative of the City to examine, audit,
and make transcripts or copies of such records and any other documents created pursuant to this
Agreement during regular business hours. Provider shall allow inspection of all work, data,
documents, proceedings, and activities related to this Agreement for a period of three (3) years
from the date of final payment to Provider under this Agreement.
8. CONFIDENTIALITY
If Provider received from the City information which due to the nature of such
information is reasonably understood to be confidential and/or proprietary, Provider agrees that it
shall not use or disclose such information except in the performance of this Agreement, and
further agrees to exercise the same degree of care it uses to protect its own information of like
importance, but in no event less than reasonable care. "Confidential Information" shall include
all nonpublic information. Confidential information includes not only written information, but
also information transferred orally, visually, electronically, or by other means. Confidential
information disclosed to either party by any subsidiary and/or agent of the other party is covered
by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to
any information that (a) has been disclosed in publicly available sources; (b) is, through no fault
of the Provider disclosed in a publicly available source; (c) is in rightful possession of the
Provider and disclosed without an obligation of confidentiality; (d) is required to be disclosed by
operation of law; or (e) is independently developed by the Provider without reference to
information disclosed by the City.
9. CONFLICT OF INTEREST CLAUSE
Provider covenants that it presently has no interest and shall not have interests, direct or
indirect, which would conflict in any manner with performance of services specified under this
Agreement.
10. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, sent by fax or other telegraphic
communication in the manner provided in this Section, to the following persons:
To City: City of Santa Ana
Community Development Agency (M-25)
20 Civic Center Plaza
P.O, Box 1988
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2��'�t6
Santa Ana, California 92702-1988
With copy to: Executive Director of Parks, Recreation and Community Services
City of Santa Ana
26 Civic Center Plaza (M-23)
P.O. Box 1988
Santa Ana, California 92702
Fax (714)571-4211
To Provider: Community SeniorServ, Inc.
1200 N. Knollwood Circle
Anaheim, CA 92801
Fax (714) 220-1374
A party may change its address by giving notice in writing to the other party. Thereafter,
any communication shall be addressed and transmitted to the new address. If sent by mail,
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to
have been given twenty-four (24) hours after the time set forth on the transmission report issued
by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating
these time frames, weekends, federal, state, County or City holidays shall be excluded.
11. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
Provider regarding the subject matter herein, and supersedes any and all other agreements, oral
or written, between the parties. In the event of a conflict between the terms of this Agreement
and any attachments hereto, the terms of this Agreement shall prevail and will serve to fully
supersede existing Agreement. This Agreement may not be modified except by written
instrument signed by the City and by an authorized representative of Provider. The parties agree
that any terms or conditions of any purchase order or other instrument that are inconsistent with,
or in addition to, that terms or conditions hereof, shall not bind or obligate Provider nor the City.
Each party to this Agreement acknowledges that no representations, inducements, promises or
agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any
parties which are not embodied herein.
12. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Provider,
Provider may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void. Nothing in this Agreement
shall be construed to limit the City's ability to have any of the services which are the subject to
this Agreement performed by City personnel or by other Providers retained by City.
Page 5 of 8
13. TERMINATION
This Agreement may be terminated by the City with thirty (30) days written notice of
termination to the Provider.
a. As a condition of such payment, the City may require Provider to deliver to the City
all the work product completed as of such date, and in such case such work product shall be the
property of the City unless prohibited by law, and Provider consents to the City's use thereof for
such purposes as the City deems appropriate.
b. Payment need not be made for work that fails to meet the standard of performance
specified in the Recitals of this Agreement.
14. NON DISCRIMINATION
Provider shall not discriminate because of race, color, creed, relation, sex, marital status,
sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by
applicable law, in the recruitment, selection, training, utilization, promotion, termination or other
employment related activities or any activities under this Agreement. Provider affirms that it is
an equal opportunity employer and shall comply with all applicable federal, state and local laws
and regulations.
15. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
16. PROFESSIONAL LICENSES
Provider shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services
hereunder and required by the laws and regulations of the United Sates, the State of California,
the City of Santa Ana and all other governmental agencies. Provider shall notify the City
immediately and in writing of her inability to obtain or maintain such permits, licenses,
approvals, waivers, and exemptions. Said inability shall be cause for termination of this
Agreement.
17. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the
power, authority and right to bind their respective parties to each of the terms of
this Agreement, and shall indemnify City fully, including reasonable costs and
Page 6 of 8
attorney's fees, for any injuries or damages to City in the event that such authority
or power is not, in fact, held by the signatory or is withdrawn.
b. All exhibits referenced herein and attached hereto shall be incorporated as if fully
set forth in the body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year
first above written.
ATTEST:
MARIA D, HUIZAR
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
irk
BV JOHN M. FUNK
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
Acting Executive Director
of Parks, Recreation and
Community Services Agency
CITY OF SANTA ANA
GERALDO MOUET
Acting City Manager
COMMUNITY SENIORSERV, INC.
By:
Name:
Title:
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EXHIBIT A
Community SeniorSery Inc.
1200 N. Knollwood Circle
Anaheim, CA 92801
Community SeniorSery will provide:
Home Delivered Meal Program:
Participants in the Home Delivered Meals program will receive nutritious meals delivered to
their home and case management services. Meals will be delivered by paid and volunteer
drivers. Eligibility and case management services will be provided by CSS Case Managers.
Participants will also have access to other services at no charge including in-home services,
respite services, home safety equipment, and other resources.
Congregate Lunch Program:
Participants in the Congregate Lunch program will be provided with a nutritional lunch at 3 sites
in Santa Ana:
Southwest Senior Center
Santa Ana Senior Center
Vietnamese Community Center
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29'1 b