HomeMy WebLinkAboutStaff Report 14030
City of Palo Alto (ID # 14030)
City Council Staff Report
Meeting Date: 6/20/2022 Report Type: Consent Calendar
City of Palo Alto Page 1
Title: Approval of contract number C231833249 with Digitech Computer LLC
to provide Ambulance Billing Services in the amount of $140,000 a year not
to exceed $700,000.
From: City Manager
Lead Department: Fire
Recommendation
Staff recommends that Council:
1. Authorize the City Manager, or designee, to execute Contract No. C23183249
with Digitech Computer LLC, DBA Digitech for ambulance service billing for a
one-year period starting on September 30, 2022, for an amount not to exceed
$140,000 per year, with the option to renew four additional one-year periods, for
a total amount not to exceed $700,000 over a five-year period ending September
30, 2027.
Background
The City of Palo Alto Fire Department currently bills for ambulance service through a
third-party service provider. Due to the complex and frequent regulatory changes in
health care billing, it is necessary to rely on the expertise of a third-party billing service
provider.
A process was put in place to have a continuous review of accounts through monthly
meetings with the service provider as per recommendations from the City Auditor
regarding oversight of patients’ accounts. The service provider for this contract will be
required to comply with that process.
Discussion
Staff completed a competitive bid with three service providers responding. Staff
reviewed and compared all bids. Digitech is the Fire Department’s current service
provider and they submitted the bid that received the highest objective scores
compared to other bids even though they were they also had the highest cost of
service.
City of Palo Alto Page 2
With the implementation of this Agreement, the City will coordinate with the service
provider, Revenue Collections, and the Emergency Medical Services (EMS) Division of
the Fire Department, to the extent the City is allowed to collect revenue through the
ambulance program. The current collections are approximately $2,800,000, and the
cost of the current agreement is approximately $81,000 annually. Digitech’s proposal is
3.4% with the new agreement. The Fire Department has funding in the current budget
to cover the expenses for this agreement.
This Agreement will allow the service provider to bill on behalf of the City for all EMS
services. The service provider has the expertise and experience to work with, and bill
for, medical services. The billing services include the following: the proposed ambulance
subscription program, patient transports, and other potential fee programs.
The Affordable Healthcare Act (AHA) includes ambiguous language that creates
uncertainty concerning allowable billing, required documentation, support
documentation, new forms, electronic fund transfers, and other complexities. The Fire
Department’s emergency medical service model requires expertise in medical billing. A
professional third-party service provider maintains vigilance and updated information to
allow for maximum cost recovery and collections, while minimizing appeals from Medi-
Care and other insurance companies.
Resource Impact
Staff impact is minimized to a monthly meeting to review outstanding EMS bills in
consideration for collections, bad debt, write-off or follow up. ASD processes refunds
Summary of Solicitation Process:
Proposal Description/Number RFP 183249
Ambulance Billing
Proposed Length of Project 5 years
Number of service providers notified through City’s
eProcurement system 1,362
Number of solicitation packages downloaded by
service providers 9
Total Days to Respond to Proposal 18
Non-Mandatory or Mandatory Pre-Proposal Meeting
Date:
No pre-proposal meeting
was held
Number of Company Attendees at Pre-Proposal
Meeting 0
Number of Proposals Received 3
Range of Proposal Amounts From 2.35%-3.4% of
collected amounts
City of Palo Alto Page 3
and balances monthly statements. Fire oversees frontline personnel to continue billing
information, collection, and signature compliance.
Environmental Review
This activity is not a project under California Environmental Quality Act (CEQA) as
defined in CEQA Guidelines, section 15378, because it has no potential for resulting in
either a direct or reasonably foreseeable indirect physical change in the environment.
Attachments:
• Attachment A: Digitech Computer LLC, DBA Digitech, medical billing; Contract
C23183249
Professional Services Rev. Dec.15, 2020 Page 1 of 25
CITY OF PALO ALTO CONTRACT NO. C23183249 AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND DIGITECH COMPUTER LLC This Agreement for Professional Services (this “Agreement”) is entered into as of the 5th day of April, 2022 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California
chartered municipal corporation (“CITY”), and DIGITECH COMPUTER LLC, a Limited
Liability Corporation, located at 480 North Bedford Road, Building 600, 2nd Floor, Chappaqua, New York, 10514 (“CONSULTANT”). The following recitals are a substantive portion of this Agreement and are fully incorporated herein
by this reference: RECITALS A. CITY intends to offer Medical Billing and Accounts Receivable Management (the “Project”) and desires to engage a consultant to provide medical billing and accounts receivable
management services in connection with the Project (the “Services”, as detailed more fully in
Exhibit A). B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary professional expertise, qualifications, and capability, and all required licenses and/or
certifications to provide the Services.
C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this
Agreement, the parties agree as follows: SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described
in Exhibit A in accordance with the terms and conditions contained in this Agreement. The
performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through June 30, 2027
unless terminated earlier pursuant to Section 19 (Termination) of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance
of Services under this Agreement. CONSULTANT shall complete the Services within the term of
this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and
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timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT.
SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to
CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed Eight Hundred Thousand Dollars ($800,000.00). The hourly schedule of rates, if applicable, is set out in Exhibit
C-1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which
payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
invoices to the CITY describing the Services performed and the applicable charges (including, if
applicable, an identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s invoices shall be subject to
verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the
address specified in Section 13 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed
by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it,
its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term
of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature
that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement, as amended from time to time. CONSULTANT shall
procure all permits and licenses, pay all charges and fees, and give all notices required by law in
the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by
CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such
errors and omissions, any change order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay in correcting the errors and omissions.
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SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten percent (10%) or more, CONSULTANT shall make
recommendations to CITY for aligning the Project design with the budget, incorporate CITY
approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees
that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be
deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement. CONSULTANT and any agent or employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY
pertaining to or in connection with any retirement, health or other benefits that CITY may offer its
employees. CONSULTANT will be responsible for all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar responsibilities related to CONSULTANT’s performance of the Services, or any agent or
employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as
creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written approval of the City Manager. Any purported
assignment made without the prior written approval of the City Manager will be void and without
effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the parties.
SECTION 12. SUBCONTRACTING. CONSULTANT shall not subcontract any portion of the
Services to be performed under this Agreement without the prior written authorization of the City Manager or designee. In the event CONSULTANT does subcontract any portion of the work to be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and omissions of subcontractors.
CONSULTANT shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with
the prior written approval of the City Manager or designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Michael Brook, Senior Vice President, Client Relations, 5820 Stoneridge Mall Road, Suite 117, CA, 94588, (510)
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904-5713, mbrook@digitechcomputer.com as the CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s
key personnel for any reason, the appointment of a substitute Project Manager and the assignment
of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of
persons or property.
CITY’s Project Manager is Kim Roderick, Fire Department, Emergency Services Division, 250 Hamilton Ave., Civic Center Level 6, Palo Alto, CA, 94301, Telephone: (650)329-2220. CITY’s Project Manager will be CONSULTANT’s point of contact with respect to performance, progress
and execution of the Services. CITY may designate an alternate Project Manager from time to
time. SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications,
computations, models, recordings, data, documents, and other materials and copyright interests
developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual
property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall
make any of such work product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the Scope of Services.
SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized representatives to audit, at any reasonable time during the term of this Agreement and for three (3) years from the date of final payment, CONSULTANT’s records pertaining to matters covered by this Agreement, including without limitation records demonstrating compliance with the
requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain
and retain accurate books and records in accordance with generally accepted accounting principles for at least three (3) years after the expiration or earlier termination of this Agreement or the completion of any audit hereunder, whichever is later.
SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature,
including death or injury to any person, property damage or any other loss, including all costs and
expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this
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Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active
negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of,
or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or contractors under this Agreement. 16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not
operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive
the expiration or early termination of this Agreement. SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 29.4 of this
Agreement. No delay or failure to require performance of any provision of this Agreement shall
constitute a waiver of that provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance expressly stated. No single or partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall
obtain a policy endorsement naming CITY as an additional insured under any general liability or
automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or
authorized to transact insurance business in the State of California. Any and all contractors of
CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY
concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and CONSULTANT will provide the Purchasing Manager thirty (30) days’ prior written notice of any cancellation or material reduction in coverage limits. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to
CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the
cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance,
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CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired.
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. Either party may suspend the performance of the Services, in whole or part, or terminate this Agreement, without cause, by giving thirty (30) days prior written notice. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this
Agreement, with cause, by giving ten (10) days prior written notice thereof to CONSULTANT. If
CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on
the effective date in the notice of suspension or termination.
19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed,
prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such
work product is the property of CITY, as detailed in Section 14 (Ownership of Materials). 19.3. In event of suspension or termination, CONSULTANT will be paid for the Services rendered and work products delivered to CITY in accordance with the Scope of Services
up to the effective date in the notice of suspension or termination; provided, however, if this
Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with this Agreement as such determination is mutually agreed upon by CONSULTANT and the City Manager acting in the reasonable exercise of his/her
discretion. The following Sections will survive any expiration or termination of this Agreement:
14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30. 19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made
in accordance with Section 17 (Waivers).
SECTION 20. NOTICES.
All notices hereunder will be given in writing either via email, with confirmation
of receipt, or mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303 With a copy to the Purchasing Manager
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To CONSULTANT: Digitech Computer LLC 480 Bedford Road, Building 600, 2nd Floor Chappaqua, NY 10514
Attn: Michael Brook, Project Manager
Email: contracts@digitechcomputer.com CONSULTANT shall provide written notice to CITY of any change of address.
SECTION 21. CONFLICT OF INTEREST.
21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services.
21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subcontractors or other persons or parties having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance
with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the
State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any conflict arises. 21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by
the Regulations of the Fair Political Practices Commission, CONSULTANT will file the
appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as amended from time to time. SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic
information or condition, housing status, marital status, familial status, weight or height of such
person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment.
22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a
manner that complies with the ADA and any other applicable federal, state and local disability
rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement.
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SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby
incorporated by reference and as amended from time to time. CONSULTANT shall comply with
waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, CONSULTANT shall comply with the following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to CITY generated from a
personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or
greater post-consumer material and printed with vegetable-based inks.
(b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no
additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62
(Citywide Minimum Wage), as amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030
for each hour worked within the geographic boundaries of the City of Palo Alto. In addition,
CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060. SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of
the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to
time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict
with any other covenant, term, condition, or provision of this Agreement.
SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS.
26.1. This Project is not subject to prevailing wages and related requirements. CONSULTANT is not required to pay prevailing wages and meet related requirements under the California Labor Code and California Code of Regulations in the performance and implementation of the Project if the contract:
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(1) is not a public works contract; (2) is for a public works construction project of $25,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or (3) is for a public works alteration, demolition, repair, or maintenance project of
$15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and
1773.3(j). SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For
purposes of this Section 27, a “9204 Public Works Project” means the erection, construction,
alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”.
This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to
CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any unauthorized third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical
safeguards to ensure the security, confidentiality and integrity of the Confidential Information.
Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality
and security obligations of this Agreement.
28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or
intangible, provided or otherwise made available to CONSULTANT by CITY, directly or
indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of
confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by
CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or access to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon
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receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order. 28.4. CONSULTANT will notify City promptly upon learning of any breach in
the security of its systems or unauthorized disclosure of, or access to, Confidential Information in
its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement,
CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT.
28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions. SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions. 29.2. In the event that an action is brought, the parties agree that trial of such
action will be vested exclusively in the state courts of California in the County of Santa Clara,
State of California. 29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value
of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 29.4. This Agreement, including all exhibits, constitutes the entire and integrated
agreement between the parties with respect to the subject matter of this Agreement, and supersedes
all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect.
29.6. In the event of a conflict between the terms of this Agreement and the
exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control.
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29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.
29.8. All section headings contained in this Agreement are for convenience and
reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding
agreement.
SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein:
EXHIBIT A: SCOPE OF SERVICES EXHIBIT B: SCHEDULE OF PERFORMANCE EXHIBIT C: COMPENSATION EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS
ARE ATTACHED.
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CONTRACT NO. C23183249 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written.
CITY OF PALO ALTO
____________________________
City Manager
APPROVED AS TO FORM:
__________________________ City Attorney or designee
DIGITECH COMPUTER LLC Officer 1
By:_____________________________ Name:___________________________
Title:____________________________
Officer 2
By:______________________________ Name:____________________________
Title:_____________________________
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President & CEO
Mark Schiowitz
SVP
Joyce Kerulo
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EXHIBIT A SCOPE OF SERVICES
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF
SERVICES”. 1. CONSULTANT will provide complete medical billing and accounts receivable management services for CITY’s first responder, ALS paramedic transport, BLS
transport, First Responder fees, and Membership Subscription program tracking and
adjustment in accordance with the responsibilities outlined below, as required according to business needs. 2. CONSULTANT will have a comprehensive and successful Emergency Medical Services
billing and customer service record with significant experience in Prehospital billing,
account follow up, Quality Assurance Fee program (QAF), Government Emergency Medical Transport program (GEMT) and Inter-Governmental Transport program (IGT) reporting requirements, and support CITY with needed information for compliance. Prehospital billing experience shall include 911 system ambulance transports at the ALS /
BLS level as well as experience in non-911 system interfacility transports. This level of
experience would typically require 5 plus years of EMS / Ambulance billing business at a volume equal to or greater than the City of Palo Alto Fire Department. CONSULTANT must offer leading technology in electronic billing and insurance follow-up, compliance oversite, feedback and excellent customer service. CONSULTANT shall have highly
qualified staff with a background in Prehospital billing. CONSULTANT shall provide
data on company history of collections including payer mix with percentage of collections for each category. CONSULTANT shall provide the City with customer references.
3. CONSULTANT will provide local support to City and meet on a monthly basis.
4. CONSULTANT will provide general billing and accounts receivable management services to CITY for Emergency and Non-Emergency transport services consistent with the provisions in City’s Municipal Fee Schedule, ensuring that every billable claim is
pursued to the following but not limited to:
a) Provide general billing for FRF and/or subscription fees as needed, and track accounts which these services apply to. b) Maintain up-to-date knowledge of different industry insurance plans and
providers, utilize most up-to-date knowledge and information with regard to
coding requirements and standards, ensure compliance with applicable Federal, State and local regulations. c) When a new account is received, assign billing account numbers that provide a cross-reference to the CITY’s assigned incident numbers.
d) On a monthly basis, reconcile the number of transports processed with those
received. e) Monthly, have CONSULTANT team meet with/at the City to review accounts, spot audit accounts, and update staff on status of outstanding or
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standing accounts. This includes but limited to: frozen accounts, accounts over 180 days, missing signatures, closed accounts, etc. f) Maintain responsibility for obtaining missing or incomplete insurance information and billing information.
g) Provide accurate coding of medical claims as set by State and Federal
requirements and facilitate proper security of confidential information and proper shredding of all disposed material containing such information in accordance with HIPAA and Red Flag Rules and regulations. h) Make recommendations as requested for fee schedule changes. Regularly
advise CITY of changes in statues and industry regulations. Provide Bay
Area average billing/fee schedules, as needed. Provide strategies to maximize programs, including company charts that estimate the impact of billing system changes. i) For any accounts previously returned to the City for follow up or further
action or which any payment is received by CONSULTANT, report such
payment to ASD within 3 business days of receipt. j) Pursue payment from international and local patients in the same manner with the same diligence. k) When necessary, provide subject matter expert to assist with any application
process as needed for City representative. (CMS, Worker’s Comp, etc.)
5. CONSULTANT will abide by all local, state and federal laws applicable to medical billing and patient confidentiality.
6. CONSULTANT will maintain current Business Associate Agreement (BAA). Any
breech of HIPAA information shall be reported and a plan for any breech of PHI at the expense of the CONSULTANT. 7. CONSULTANT will assist with GEMT, QAF, and IGT, or new State/Federal
replacement program, submissions and reports.
8. CONSULTANT will provide report on subscription fee adjustments and report to agency as needed.
9. CONSULTANT will provide a monthly report of performance metrics based on:
a) Collections Formula: (Send sample reports with proposal) b) Collections Percent = collections/charges c) Collections = Payments Less refunds (Exclude GEMT, IGT and Collections Agency Payments)
d) Charges for:
a. Medicare and Medicaid adjustments taken at time of billing or payment. b. Include or Exclude? c. Medicare not medically necessary
d. Medicare Claims with Missing Signatures
e. Self-Pay, Homeless, Transients f. IMX Various Calculation g. Gross Collection
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h. Net Collections-adjustment taken at time of payment i. Adjusted net collections – exclude NMN, missing signatures, etc. j. Account with payments k. Average Collections/Transport is the better collections performance
metric Patient Account Log 1. CONSULTANT will file and maintain a log (a “patient account log”) for each patient account documenting the complete history of all notices, phone calls, other
correspondence, and actions taken to collect insurance payment, including but not limited
to: a) all invoice and billing records, b) dates of all written and oral correspondence, c) details of such correspondence,
d) notations of billing contacts and updates,
e) patient contacts, f) returned mail, phone disconnects, etc., g) all records of re-submittals and corrections. h) all information regarding the patient including CITY’s incident number,
name, gender, date of birth, date of service, call type, address
i) ● in the case of account write-offs, the reason why the account is uncollectible. j) ● all required documentation and agreements with payers (including Medicare, Medicaid, Champus, etc)
2. CONSULTANT will provide a copy of the Patient Account Log to City when referring the account back to the City. Invoices and Billing.
1. Billing cycles will be reset upon billing a different payer and therefore may be extended beyond the 180 period for collections described in sections a through c below. CONSULTANT shall take all reasonable measures to ensure that patients are billed for services, including establishing contacts with local hospitals to obtain and/or verify
patient insurance and demographic information, as necessary.
2. In general, if sufficient billing information is provided by the city, the account shall be invoiced within 3 business days. If insufficient billing information is provided by the city, the CONSULTANT shall pursue information within 10 business days. This
includes; skip search, send patient a signature card, request a face sheet from the
receiving facility, etc. Once sufficient information is obtained by the CONSULTANT the account shall be invoiced within 3 business days and follow the timelines as detailed below.
3. CONSULTANT will invoice patients according to the following billing cycle. Receipt of
account shall be defined as the date the paper PCR or ePCRs received by the vendor.
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a. Self-Pay Cycle – Completed PCR/ePCR: Correspondence: Action Taken No Later Than:
Coding account within 5 business days of receipt
Initial Invoice no SSN 3 days for ePCR and 5 days for paper PCR from receipt of account Initial Invoice with SSN 10 days for ePCR First Letter Contact 15 days from receipt of account
Secondary Letter Contact 45 days from the previous invoice
Continued Follow Ups 80 days from receipt of account (Invoice or Letter) 115 days from receipt of account Final Demand Notice 145 days from receipt of account Refer to City for action
or report status 180 days from receipt of account
b. Insurance Accounts: Correspondence: Action Taken No Later Than:
Coding account within 5 business days of receipt Initial Invoice 3 days for ePCR and 5 days for paper PCR from receipt of account First follow up 45 days after first submission to Insurance
Continued Follow Ups 80 days from receipt of account
(Invoice or Letter) 115 days from receipt of account 145 days from receipt of account Refer/report to City for action or report status 180 days from receipt of account
c. Incomplete PCR/ePCR CONSULTANT shall pursue information within 10 business days. Once information is complete, the timelines shall be the same as in Section (a) above.
d. Special Accounts/Modified Payment: CONSULTANT shall negotiate and arrange modified payment schedules for individuals unable to pay full amount when billed and shall work with customers to establish special payment cycles to accommodate these
individual payment needs to accommodate installment payments, liens,
bankruptcy, or other special payment arrangements. Such payment plans shall be established in writing, with the record of the plan, installment invoices, and all payments retained in the Patient
Account Log. Installments and other special accounts shall be mailed no
later than every thirty (30) days until paid in full. If, after a modified payment plan is arranged and no payments are made for a continuous 60 day period, CONSULTANT shall refer the account to the City for action.
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e. Return Mail and Accounts Requiring Additional Information: In addition to adhering to the billing cycle deadlines listed above, CONSULTANT shall conduct skip tracing search requests and/or review
information acquired from hospitals no Later than 3 days from receipt of
return mail/date f. Communication with patients and customers: All correspondence or phone calls shall identify the CONSULTANT’s name and clearly state they are
working on behalf of the City of Palo Alto.
g. Delinquency Notice: All initial and subsequent invoices shall state the date on which the patient’s account will become (or did become) delinquent,
h. Secondary insurance: Secondary insurance provider claims shall be submitted after the primary insurance provider has paid. i. Return of delinquent and uncollectible accounts to City: Delinquent
accounts shall be referred back to the CITY at the 180-day deadline as
listed above in sections 13(a) – (c) with a copy of the Patient Account log or as directed by the City. (1) Legally uncollectible amounts (such as Medicare and Medical approved payments lower than City rates) shall be reported
separately and submitted monthly for City review.
(2) In returning delinquent accounts back to City, CONSULTANT shall provide, with the Patient Account Log, proof and dates of attempts to collect on the account. (3) CONSULTANT shall hold all accounts transferred back to City in
inactive status and shall perform no collection activity unless and
until directed in writing by City. j. Payment progress reports: For accounts in which insurance payment is pending or a modified schedule has been arranged, CONSULTANT shall
provide a report to the City at 180 days from receipt of account and every
thirty days thereafter that shows status and payment progress. 4. Reports: CONSULTANT will provide reports as requested by the City of Palo Alto. All reports submitted to the City shall be in numerical order of the City’s incident numbers
and shall be submitted no later than 10th day of the following month.
Required reports include: a. Monthly reports for the Month and Year-to-Date Activity, to City’s
Revenue Collections and Accounting:
Billing Report
Payment Report
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Detail Open Items Report including account status by date of service
Legally Uncollectible Report (Medicare and Medical)
Delinquent Accounts (referred to City)
Overpayment Report
Detailed Report of Collections for Each Service (IFT, Downgrades, ALS)
Comprehensive Fiscal Year End Report
Payer Mix Report
Exception Report on Unbilled Invoices
Report on payments received on items in collection status b. Monthly reports to Fire Department EMS Chief: Itemized Patient Account Report Monthly (Listed: in order of City
incident number) should include: date of service, dispatch time, unit
number, patient name, age, DOB, status of account, i.e. invoiced or pending information Incident # date of service dispatch time unit number Pt Name Age DOB status
Detailed Summary Report of Collections for Each Service Monthly (IFT, Downgrades, ALS)
c. Other reports to be provided as requested by City include :
Comprehensive Fiscal Year End Report Annually (listing: sum of accounts, sum of charges, sum of adjustments, sum of Payments, sum of write-Offs, sum of reimbursement balances by month)
Payer Mix Report as requested
Miscellaneous Reports as requested d. Any additional reports requested by the CITY that are not listed in this Section 4 shall be subject to approval by CONSULTANT, which shall not be
unreasonably withheld.
5. Electronic records: CONSULTANT shall be able to receive and send data compatible with the CITY’s field data system software (ePCR). CONSULTANT shall interface or have a link that is capable of downloading or uploading information from the CITY’s
data collection system. (ESO Solutions is the current ePCR vendor)
CONSULTANT shall provide a billing interface with the CITY’s ePCR program and have it operational within 60 days of the award of the Contract and maintain an electronic interface throughout the Contract at no cost to the City.
CONSULTANT shall also maintain records in an electronic format that is accessible by designated CITY personnel, who will be given direct log on access to the vendor’s database and meets all Federal and State requirements for
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maintaining patient medical records and privacy. 6. Customer inquiries: CONSULTANT shall provide a designated liaison to respond to patient/payer concerns, establish a toll-free telephone number for customers to call for
inquiries, and respond to customer questions or concerns as soon as possible but no later
than 24 hours of the initial inquiry (excluding holidays and weekends). CONSULTANT shall also provide assistance in responding to inquiries concerning third-party claims. 7. Training: CONSULTANT will keep City apprised of changes to industry regulations and
periodically provides training as requested by CITY to CITY’s EMS and/or CITY fire
personnel regarding the gathering of the necessary information and proper completion of run tickets 8. Payments and accounting: CONSULTANT will maintain appropriate accounting
procedures for reconciling all deposits, receivables, billings, patient accounts,
adjustments and refunds. CONSULTANT shall maintain daily deposit control sheets and original documentation of payments. CONSULTANT shall accept cash, checks and credit card payments as acceptable forms of payment for invoiced services. All funds received by CONSULTANT shall be deposited directly into the City’s designated bank
account immediately upon receipt. 9. Audits: Cooperate with City as required to complete periodic audits. 10. CONSULTANT will transition to full implementation of services once according to the
following schedule: dates and deadlines TBD as provided by CONSULTANT and to be
incorporated into this scope 11. Monthly meetings: To ensure that CONSULTANT returns uncollected accounts in a timely manner and provide a check to ensure that CONSULTANT does not continue to
bill accounts that have already been returned to City, CONSULTANT’s Account
Manager shall meet at least once per month with the City of Palo Alto Staff from the Fire Department and from the Administrative Services Department. To review open accounts, accounts referred back to City, problems and opportunities related to ambulance billing, and other related issues. At each meeting, CONSULTANT shall report on all accounts
over 180 days and the status of accounts that have not been invoiced, as well as provide
any other updates requested by City. The monthly meetings will be pre-scheduled, and the City of Palo Alto may request additional meetings if deemed necessary. 12. CONSULTANT will assist with completing any applications for EFT (Electronic Funds
Transfer), CMS or other applications for the CITY.
13. In the event the City or CONSULTANT dissolves this agreement for any reason, all records will be returned or transferred in an agreed upon format and assist in a smooth transition of accounts to the City or designee.
14. Dissolution of agreement: If either party dissolves this agreement, all current accounts shall be handled as specified through 180 days at which time all accounts would be turned over to the CITY for processing.
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II. Performance Requirements/Penalty for Non-Performance Detailed below are the CONSEQUENCES for NON-PERFORMANCE for this
Agreement.
1. Billing correspondence shall be submitted according to the timelines set forth in Attachment A, Sections 13(a), (b) and (c). Failure to meet the standard with a minimum 95% compliance in that month will result in a 2.5% reduction to the collection amount for
the month in which the standard was not met. For example, if the CONSULTANT
invoice amount for that month is $15,000, the penalty for that month for noncompliance would be $375. 2. CONSULTANT shall meet the 180-day referral back to the City for non-collection of
billing. Failure to meet the standard with a minimum 95% compliance will result in a
2.5% reduction to that month’s collection amount. 3. Submit all reports as required in Attachment B, Section 14 by the 10th of each month to verify satisfactory performance in monthly meetings with Fire and ASD Staff. Failure to
meet this standard will result in a 2.5% reduction to that month’s collection amount.
4. CONSULTANT shall initiate follow-up action within 10 days to gather all necessary data when insufficient information exists on initial submission to generate an invoice. Failure to meet this standard with a minimum 95% compliance will result in a 2.5%
reduction to that month’s collection amount. III. City’s Responsibilities: 1. CITY will provide CONSULTANT with patient information on a timely basis and in
sufficient detail to support diagnosis and procedure coding. CITY will also provide
patient demographic information necessary for accurate patient identification including name, address, social security number, date of birth, and telephone number, whenever possible.
2. CITY will obtain and provide CONSULTANT with patient health insurance, auto
insurance or other insurance information. 3. CITY will provide CONSULTANT with necessary documents required by third parties to allow for the electronic filing of claims by CONSULTANT on City’s behalf.
4. CITY will provide CONSULTANT with its approved billing policies and procedures including municipal fee schedules and collection protocols. CITY will be responsible for engaging any third-party collection service for uncollectible accounts after CONSULTANT has exhausted its collection efforts.
5. CITY will process refunds identified by CONSULTANT in a timely manner for account overpayments.
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6. CITY will cooperate with CONSULTANT in all matters to ensure proper compliance with laws and regulations.
EXHIBIT B SCHEDULE OF PERFORMANCE (All work shall be performed as in accordance with EXHIBIT A - Scope of Services.)
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EXHIBIT C COMPENSATION
CITY agrees to compensate CONSULTANT for the Services performed in accordance with the terms and conditions of this Agreement, including Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4 of the Agreement), based on the hourly rate schedule attached as Exhibit C-1.
The compensation to be paid to CONSULTANT under this Agreement for all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed the amount(s) stated in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4),
within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY. REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and
are not reimbursable expenses hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: NONE up to the not-to-exceed amount of: $0.00.
A. Travel outside the San Francisco Bay Area, including transportation and meals, if specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses.
B. Long distance telephone service charges, cellular phone service charges, facsimile
transmission and postage charges, if specified as reimbursable, will be reimbursed at actual cost. All requests for reimbursement of expenses, if any are specified as reimbursable under this
section, shall be accompanied by appropriate backup documentation and information.
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EXHIBIT C-1 SCHEDULE OF RATES
All work related to complete delivery of the identified services as specified in EXHIBIT A –
Scope of Services. 3.4% of Net Collections*
*Net collections is defined as total cash collections, less refunds. The price bid herein shall
include all expenses of billing and collection including, but not limited to, stationery, forms, envelopes, postage, and phone facilities. Credit card fees are the responsibility of City of Palo Alto.
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EXHIBIT D INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH OCCURRENCE AGGREGATE
YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY STATUTORY STATUTORY
YES
GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY
BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED.
$1,000,000 $1,000,000 $1,000,000
$1,000,000 $1,000,000 $1,000,000
YES
AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED
BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED
$1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000
$1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000
YES
PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE
ALL DAMAGES $1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING URL: HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569 III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS: A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
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B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO AT THE FOLLOWING URL: HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569 OR HTTP://WWW.CITYOFPALOALTO.ORG/GOV/DEPTS/ASD/PLANET_BIDS_HOW_TO.ASP
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