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HomeMy WebLinkAboutResolution - 2014-R0080 - Agreement - Dr. Andrew Young - Crisis Intervention Specialist - 02/27/2014RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Professional Services Agreement between the City of Lubbock and Dr. Andrew Young to provide services as a crisis intervention specialist. Said Agreement is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed bythe City Council on February 27, 2014 . GLliN C.ROBERTSON,MAYOR ATTEST: {~eM*^/^H^- Rebekca Garza, City Secretar APPROVED AS TO CONTENT: Roger Ellis,Police Chief APPROVED AS TQJFORM: lirenell Satterwhite,Assistant City Attorney gs:ccdocs/RKS.PSA-Young February 5,2014 PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement ("Agreement") is entered into this 27th day of February, 2014, by and between the City of Lubbock (the "City"), a Texas home rule municipal corporation, and Dr. Andrew Young ("Young"), a professional crisis intervention specialist. WITNESSETH WHEREAS, Young has substantial skill and experience in crisis intervention in connection with the City of Lubbock Police Department, especially with respect to victim services, stress management, police negotiations, and SWAT team activity, and is imminently qualified to perform such activities (the "Activities"); WHEREAS, Young has demonstrated competence and qualifications to perform the Services, as defined below, and will perform the Services for a fair and reasonable price; WHEREAS, the City desires to contract with Young to perform services related to the Activities, and Young desires to provide the services related to same. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and Young agree as follows: ARTICLE I Services 1.01 Young shall conduct all activities and within such time frames, as set forth on Exhibit "A," "Scope of Services", attached hereto (the "Services") ARTICLE II Compensation and Term 2.01 The consideration to be paid for the Services to be provided the City as described in Article 1 shall be on an hourly basis. Young shall invoice City monthly as work is Professional Services Agreement -Young Page 1 performed, and as further described on Exhibit "B," "Compensation to Young," attached hereto. 2.02 This Agreement shall expire one (1) year from the date executed (the "Initial Term") Additionally, the City may terminate this Agreement by providing written notice to Young at least thirty (30) days prior to the effective date of termination as provided in such notice. In the event this Agreement is so terminated, the City shall pay Young only for services actually performed by Young up to and including the date the Young is deemed to have received the City's notice of termination. 2.03 Upon expiration of the Initial Term, and with notification to the City by Young within sixty (60) days of the expiration date that Young is desirous of extending the Agreement, the Agreement may be extended for up to three (3) additional one-year terms, upon written approval of the City. Renewal notice of extending the Agreement past the Initial Term shall likewise apply for renewal of the Agreement for any successive terms. In the event the Agreement is extended, compensation shall also be increased pursuant to the attached Exhibit "B." ARTICLE III Independent Contractor 3.01 It is understood and agreed that Young is to perform the Services in a sound and professional manner and exercising the degree of care, skill and diligence in the performance of the Services as is exercised by a professional crisis intervention specialist under similar circumstances, and Young hereby warrants to the City that the Services shall be so performed. Further, Young is and shall be considered at all times an independent contractor under this Agreement and/or in its service, hereunder. During the Professional Services Agreement -Young Page 2 performance of the Services under this Agreement, Young and Young's employees, if any, will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury, or taxes of any kind. ARTICLE IV. Events of Default/Remedies 4.01 a. City's Defaults/Young's Remedies. In the event the City shall default in the performance of any term or provision of this Agreement for any reason other than failure by Young to perform hereunder, Young may, if said default shall be continuing after five (5) days notice of such default is deemed received by the City, exercise any right or remedy available to him by law, contract, equity, or otherwise. b. Young's Defaults/City's Remedies. In the event Young shall default in the performance of any term or provision of this Agreement for any reason other than failure by the City to perform hereunder, the City may, if said default shall be continuing after five (5) days notice of such default is deemed received by Young, exercise any right or remedy available to it by law, contract, equity or otherwise, including without limitation, specific performance and/or the right to terminate this Agreement without additional notice. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. Professional Services Agreement -Young Page 3 FAA9 114IRKT/ Insurance/Indemni 5.01 Young shall procure and carry, at its sole cost and expense through the life of this Agreement, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. Young shall obtain and maintain in full force and effect during the term of this Agreement, professional liability coverage with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A- VII or better. The policy will be written on an occurrence basis, subject to the following minimum limits of liability: Professional Liability: Combined Single Limit: $1,000,000 Young shall provide a Certificate of Insurance to the City as evidence of coverage. The Certificate shall provide 30 days notice of cancellation. If at any time during the life of the Agreement or any extension hereof, Young fails to maintain the required insurance in full force and effect, Young shall be in breach hereof and all work under the Agreement shall be discontinued immediately. YOUNG SHALL INDEMNIFY AND HOLD CITY AND CITY'S ELECTED OFFICIALS, OFFICERS, AGENTS, EMPLOYEES AND INDEPENDENT CONTRACTORS HARMLESS, TO THE FULLEST EXTENT PERMITTED BY LAW, Professional Services Agreement -Young Page 4 FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, DAMAGES, COSTS, LIABILITIES AND EXPENSES, AND INCLUDING REASONABLE ATTORNEY'S FEES, AS A RESULT OF, RELATED TO OR ARISING FROM YOUNG'S USE OR OCCUPATON OF CITY OWNED LANDS, AND/OR ANY MATTER RELATED TO YOUNG'S ACTIVITIES, PERFORMANCES, OPERATIONS, OR OMISSIONS UNDER THIS AGREEMENT. THE INDEMNITY PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. ARTICLE VI Miscellaneous 6.01 Young shall comply with all laws, statutes, regulations, ordinances, rules, and any other legal requirement related to, in any way, manner or form, the performance of the Services contemplated herein. 6.02 Any notice required by this Agreement shall be deemed to be properly served, if (i) provided in person or by telephonic facsimile; or (ii) deposited in the United States mail by certified letter, return receipt requested, addressed to the recipient at recipient's address shown below, subject to the right of either party or designate a different address by notice given in the manner just described. Notice shall be deemed to be received when delivered if provided in person or by telephonic facsimile or, if deposited in the United States mail, as set forth above, three (3) days after depositing such notice in the United States mail, as set forth above. For City: Roger Ellis, Police Chief P O Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-2781 Professional Services Agreement -Young Page 5 w/copy to: City Attorney P 0 Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-3307 For Young: Dr. Andrew Young 4604 100t" Street Lubbock, Texas 79424 Home: (806) 799-5844 Cell: (806) 773-3093 6.03 THIS AGREEMENT IS TO BE CONSTRUED UNDER TEXAS LAW WITHOUT REGARD TO CONFLICT OF LAW RULES THAT WOULD DIRECT APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION. THE OBLIGATIONS OF THE PARTIES CREATED BY THIS AGREEMENT ARE PERFORMABLE, AT LEAST IN PART, IN LUBBOCK COUNTY, TEXAS. VENUE FOR ANY ACTION BROUGHT PURSUANT TO THIS AGREEMENT, OR ACTIVITY CONTEMPLATED HEREBY, SHALL EXCLUSIVELY BE IN LUBBOCK COUNTY, TEXAS. 6.04 Non -Arbitration - The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, the former shall control. 6.05 This Agreement represents the entire and sole agreement between the City and Young with respect to the subject matter hereof and supersedes any and all prior negotiations, Professional Services Agreement -Young Page 6 understandings, representations or other agreements, whether written or oral. This Agreement may not be modified or amended except in writing and duly executed by each party hereto. 6.06 Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal -agent relationship between Young and the City. 6.07 If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary to render it valid and enforceable so long as said modification is reasonably within the intent the parties as originally expressed. In the event such provision may not be so modified, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in force and effect as if such provision had not been included in this Agreement. 6.08 Any and all documents, drawings and specifications prepared by Young as part of the Services hereunder, shall become the property of the City when Young has been compensated as set forth in Section 2.01, above. 6.09 A waiver by either City or Young of a breach of this Agreement must be in writing to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. 6.10 Neither City nor Young may assign this Agreement, in whole or in part, without the written consent of such assignment by the non -assigning party. City and Young each bind itself or himself, their legal representatives and permitted assigns in respect to all provisions of this Agreement. Professional Services Agreement -Young Page 7 6.11 Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than City and Young. 6.12 Young represents and warrants to City that it has taken all actions necessary to authorize the party executing this Agreement to bind, in all respects, Young to all terms and provisions of this Agreement, and that such person possesses authority to execute this Agreement and bind Young hereto. IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized representatives as of the date first written above. ATTEST: Rebe ca Garza, City Secretary APPR VED AS TO CONTENT: Roger lis, Police Chief "' •-I Lei•• LVA IAI'..... i!Ar WW� CITY OF LUBBOCK GLYWC. ROBERTSON, Mayor BY: Oi_ldljm4w:� 2 Dr. Andrew Young Professional Services Agreement -Young Page 8 Exhibit "A" Scope of Services Young shall, as required by City, provide Administrative Services (as hereinafter defined) and Mental Health Clinical Services (as hereinafter defined) in connection with and related to the following: Lubbock Police Department Victim Services Crisis Team Coordinator Lubbock Police Department Critical Incident Stress Management Team Lubbock Police Department Assistant Police Negotiator Lubbock Police Department SWAT Team Advisor "Administrative Services" in this Agreement shall mean active participation in volunteer recruitment, scheduling, meetings, coordination, and other such organizational and administrative activities, as directed, necessary and regularly performed in connection with the Lubbock Police Department Victim Crisis Team and the Lubbock Police Department's Critical Incident Stress Management Team. "Mental Health Clinical Services" in this Agreement shall mean group and individual counseling, on -scene crisis counseling for victims and responders, negotiations between City and hostages or barricaded subjects, debriefing activities in connection with the Lubbock Police Department's Critical Incident Stress Management Team, and providing training related to said Mental Health Clinical Services, as directed. Professional Services Agreement -Young Page 9 Exhibit `B" Compensation to Young The following hourly rates shall apply to services rendered and invoiced by Young pursuant to this Agreement. In no case shall the cumulative total of fees payable in the Initial Term of this Agreement total more than SIXTY-FIVE THOUSAND AND NO/100 DOLLARS ($65,000) (the "Maximum Allowable Amount") in a contract year. Rates: Administrative Services $50.00 per hour. Mental Health Clinical Services $100.00 per hour. Professional Services Agreement -Young Page 10