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19-15 Resolution No. 19-15 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH ADVOCATE SHERMAN HOSPITAL FOR PROFESSIONAL SERVICES IN CONNECTION WITH THE PRE- PLACEMENT PHYSICAL EXAMINATIONS & OTHER SERVICES FOR THE POLICE AND PUBLIC SERVICES DEPARTMENT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and directed to execute an Agreement on behalf of the City of Elgin with Advocate Sherman Hospital, for professional services in connection with the pre-placement physical examinations and other services for the police and public services department, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: February 13, 2019 Adopted: February 13, 2019 Omnibus Vote: Yeas: 8 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk AGREEMENT THIS AGREEMENT is hereby made and entered into this 13 day of February , 2019 by and between the CITY OF ELGIN,an Illinois not-for-profit corporation(hereinafter referred to as "CITY") and Advocate Sherman Hospital , an Illinois corporation , limited liability or corporation (hereinafter referred to as "HEALTH CARE FACILITY"). WHEREAS, the CITY desires to engage the HEALTH CARE FACILITY to furnish certain professional services in connection with the Pre-Placement Physical Examinations & Other Services for the Police and Public Services Department. NOW, THEREFORE, it is hereby agreed by and between the CITY and the HEALTH CARE FACILITIY that the CITY does hereby retain the HEALTH CARE FACILITY for and in consideration of the mutual promises and covenants contained herein, the sufficiency of which is hereby acknowledged to act for and represent it in all consulting matters involved in the Pre-Placement Physical Examinations&Other Services for the Police and Public Services Department., subject to the following terms and conditions and stipulations, to-wit: I. SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the Human Resources Director of the CITY, herein after referred to as the "HR". B. The HEALTH CARE FACILITY shall provide to the CITY the services as set forth in the Scope of Services is attached hereto and made a part hereof as Attachment A, pursuant to a proposal dated 2/13/2019 . In the event of any conflict between the terms and provisions of this Agreement and the terms and provisions of Attachment A, the terms and provisions of this Agreement shall control. II. PROGRESS REPORTS A verbal pass or fail result shall be communicated to the designated City of Elgin representative within 48 hours of the conclusion of testing for all items in Categories 1 through 5 under Scope of Services or the Request for Proposal. III. WORK PRODUCTS All work products prepared by the HEALTH CARE FACILITY pursuant hereto including, but not limited to, reports, studies, and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the HR provided, however, that the HEALTH CARE FACILITY may retain copies of such work products for its records. IV. PAYMENTS TO THE HEALTH CARE FACILITY (Not To Exceed Method) A. The CITY shall make periodic payments to the HEALTH CARE FACILITY based upon actual progress within 30 days after receipt and approval of invoice. Said periodic payments to the HEALTH CARE FACILITY shall not exceed the amounts shown in the following schedule in Attachment B, attached hereto and made a part of hereof and full payments for each task shall not be made until the task is completed and accepted by the HR Director. V. INVOICES A The HEALTH CARE FACILITY shall submit invoices in a format approved by the CITY. B. The HEALTH CARE FACILITY shall maintain records showing actual time devoted and cost incurred. The HEALTH CARE FACILITY shall permit the authorized representative of the CITY to inspect and audit all data and records of the HEALTH CARE FACILITY for work done under this Agreement. The HEALTH CARE FACILITY shall make these records available at reasonable times during the Agreement period, and for a year after termination of this Agreement. VI. TERMINATION OF AGREEMENT Notwithstanding any other provision hereof, the CITY may terminate this Agreement at any time upon fifteen(15)days prior written notice to the HEALTH CARE FACILITY. In the event that this Agreement is so terminated, the HEALTH CARE FACILITY shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination, except that reimbursement shall not exceed the task amounts set forth under Paragraph IV above. VII. TERM This Agreement shall become effective as of the date the HEALTH CARE FACILITY is given a notice to proceed by the CITY and unless terminated by the CITY pursuant to Article VI, the Agreement shall terminate on December 31, 2021. At the mutual option of the parties hereto, this Agreement may be further extended for two (2) additional one-year terms for 2022 and 2023 under the same terms and conditions as provided in this Agreement. VIII. NOTICE OF CLAIM If the HEALTH CARE FACILITY wishes to make a claim for additional compensation as a result of action taken by the CITY,the HEALTH CARE FACILITY shall give written notice of his claim within 15 days after occurrence of such action. No claim for additional compensation shall be valid unless so made. Any changes in the HEALTH CARE FACILITY's fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the HEALTH CARE FACILITY. Regardless of the decision of the HR Director relative to a claim submitted by the HEALTH CARE FACILITY, all work required under this Agreement as determined by the HR Director shall proceed without interruption. IX. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement, such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and, in addition, if either party, by reason of any default, fails within fifteen (15) days after notice thereof by the other party to comply with the conditions of the Agreement, the other party may terminate this Agreement. X. INDEMNIFICATION To the fullest extent permitted by law, HEALTH CARE FACILITY agrees to and shall indemnify, defend and hold harmless the CITY, its officers, employees, agents, boards and commissions from and against any and all claims, suits, judgments, costs, attorney's fees, damages or other relief, including but not limited to workers compensation claims, in any way resulting from or arising out of negligent actions or omissions of the HEALTH CARE FACILITY in connection herewith, including negligence or omissions of employees or agents of the HEALTH CARE FACILITY arising out of the performance of this Agreement. In the event of any action against the CITY, its officers, employees, agents, boards or commissions, covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the CITY's choosing. The provisions of this paragraph shall survive any completion, expiration and/or termination of this Agreement. XI. NO PERSONAL LIABILITY No official, director, officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. XII. INSURANCE A. Comprehensive Liability. The HEALTH CARE FACILITY shall provide, pay for and maintain in effect, during the term of this Agreement, a policy of comprehensive general liability insurance with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. The HEALTH CARE FACILITY shall deliver to the Purchasing Director a Certification of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty (30) days prior written notice to the City. The aforementioned Certificate of Insurance shall provide coverage for all contractual obligation assumed by the HEALTH CARE FACILITY under Article X entitled "Indemnification" above. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. There shall be no endorsement or modification of this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorate, it shall be endorsed to be primary with respect to the CITY. B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance covering all owned, non-owned and hired motor vehicles with limits of not less than $500,000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of $1,000,000 per occurrence subject to a$1,000,000 aggregate. D. Professional Liability. The HEALTH CARE FACILITY shall carry Professional Liability Insurance Covering claims resulting from error,omissions or negligent acts with a combined single limit of not less than $1,000,000 per occurrence. A Certificate of Insurance shall be submitted to the Purchasing Director as evidence of insurance protection. The policy shall not be modified or terminated without thirty(30) days prior written notice to the Purchasing Director. XIII. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age, race, color, creed, national origin, marital status, of the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to,the following: employment advertising,layoff or termination,rates of pay or other forms of compensation and selection for training, including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex, race, color, creed, national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory, mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. XIV. ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto;provided,however, that no assignment shall be made without the prior written consent of the CITY. XV. DELEGATIONS AND SUBCONTRACTORS Any assignment, delegation or subcontracting shall be subject to all the terms, conditions and other provisions of this Agreement and the HEALTH CARE FACILITY shall remain liable to the CITY with respect to each and every item, condition and other provision hereof to the same extent that the HEALTH CARE FACILITY would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY's advanced written approval. XVI. NO CO-PARTNERSHIP OR AGENCY This agreement shall not be construed so as to create a partnership,joint venture, employment or other agency relationship between the parties hereto. XVII. SEVERABILITY The parties intend and agreed that,if any paragraph,sub-paragraph,phrase,clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. XVIII. HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement,nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. XIX. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. XX. APPLICABLE LAW This Agreement shall be deemed to have been made in, and shall be construed in accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this agreement shall be in the Circuit Court of Kane County, Illinois, without jury. XXI. NEWS RELEASES The HEALTH CARE FACILITY may not issue any news releases without prior approval from the HR Director,nor will the HEALTH CARE FACILITY make public proposals developed under this Agreement without prior written approval from the HR Director, prior to said documentation becoming matters of public record. XXII. COOPERATION WITH OTHER HEALTH CARE FACILITIES The HEALTH CARE FACILITY shall cooperate with any other Health Care FACILITY in the CITY's employ or any work associated with the Pre-Placement Physical Examinations & Other Services for the Police and Public Services Department. XXIIL INTERFERENCE WITH PUBLIC CONTRACTING The HEALTH CARE FACILITY certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq. Or any similar state or federal statute regarding bid rigging. XXIV.SEXUAL HARASSMENT As a condition of this contract, the HEALTH CARE FACILITY shall have written sexual harassment policies that include, at a minimum,the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment, utilizing examples; D. the Health Care Facility's internal complaint process including penalties; E. the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights, and the Illinois Human Rights Commission; F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act. A copy of the policies must be provided to the Department of Human Rights upon request 775 ILCS 5/2- 105. XXV. WRITTEN COMMUNICATIONS All recommendations and other communications by the HEALTH CARE FACILITY to the HR Director and to other participants which may affect cost or time of completion,shall be made or confirmed in writing. The HR Director may also require other recommendations and communications by the HEALTH CARE FACILITY be made or confirmed in writing. XXVI. COMPLIANCE WITH LAWS Notwithstanding any other provision of this AGREEMENT it is expressly agreed and understood that in connection with the performance of this AGREEMENT that the HEALTH CARE FACILITY shall comply with all applicable Federal, State, City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. HEALTH CARE FACILITY shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this AGREEMENT. XXVII. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to CITY: Gail Cohen Human Resources Director City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to HEALTH CARE FACILITY: XXVIII This agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this agreement shall be re-executed by the parties in an original form.No party to this agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such defense. IN WITNESS WHEREOF, the undersigned have entered into and executed this Agreement on the date and year first written above. For the CITY: THE CITY OF ELGIN Richar. G. o al, ity . age Atte City Cl ADVOCATE SHERMAN HOSPITAL: Print Nan yy NItjfvt:( Signature Title ATTACHMENT A RFP 18-053 Pre Placement Physicals for Police and Public Works Departments RFP 18-053 Advocate Sherman Date of Opening: 12/27/18 1425 N. Randall Department: Human Resources Elfin, IL 60123 Description _ CATEGORY 1: LABORER PRE-PLACEMENT Audiogram Testing and Analysis Back Screen Level II Medical History &Physical Exam Medical History &Physical Exam- DOT Multistick U/A (DOT only) Non-DOT Drug Screen DOT Drug Screen TB Test TB Read Pulmonary Function Screening - OSHA Questionaire Pulmonary Function Screening if Ordered by Doctor due to OSHA Questionaire Vision Screen (including color blindness) CATEGORY 2: SUBSTANCE TESTING: PRE- EMPLOYMENT/RANDOM Non-DOT Drug Screen DOT Drug Screen Rapid Test Breath Alcohol TOTAL • RFP 18-053 Advocate Sherman Date of Opening: 12/27/18 1425 N. Randall Department: Human Resources Elgin, IL 60123 Description CATEGORY 3: POLICE EXAMS: PRE- EMPLOYMENT/ANNUAL AT OFFICER'S REQUEST 5 Panel Drug Screen Medical Physical Exam Urinalysis Urinalysis (Dip Stick) Urinalysis (Lab Based) TB Test TB Read Audiogram Testing and Analysis Back Screen Level II Blood Baseline Lead Level Pulmonary Function Screening - OSHA Questionaire Pulmonary Function Test Resting EKG (Applicants 39 and Under) Stress Test Titmus Exam PSA (Age 50 and Over) Comprehensive Metabolic Panel Lipid Panel Complete Blood Count Venipuncture Fee for Blood Work RFP 18-053 Advocate Sherman Date of Opening: 12/27/18 1425 N. Randall Department: Human Resources Elgin, IL 60123 Description CATEGORY 4: OTHER SERVICES Hepatitis B: 3 Injection Series Hepatitis B: Titer MMR(Rubella and Rubeola) Immunization and Titers Mumps Titer Rubella Titer Rubeola Titer MMR Vaccine Audiogram Testing and Analysis Tetanus Shot/Booster Individualized Consultations on hourly basis: One on One Consultation Reviewing Screenings with MD One on One Consultation Reviewing Screenings with RN One on One Consultation Reviewing Screenings with Nutritionist One on One Consultation Reviewing Screenings with Physical Fitness Expert Group Training Functional Capacity Examination Report CATEGORY 5: OTHER SERVICES: ON-SITE RANDOM DRUG TESTING Non-DOT Drug Screen Rapid Test Breath Alcohol Additional Fees Associated with Service GRAND TOTAL ATTACHMENT B RFP 18-053 Pre Placement Physicals for Police and Public Works Departments RFP 18-053 Advocate Sherman Date of Opening: 12/27/18 1425 N. Randall Department: Human Resources Elgin, IL 60123 Description CATEGORY 1: LABORER PRE-PLACEMENT Audiogram Testing and Analysis $ 27.00 Back Screen Level I No Bid Back Screen Level II $ 68.25 Medical History&Physical Exam $ 56.00 Medical History &Physical Exam- DOT $ 75.00 Multistick U/A (DOT only) $ - Non-DOT Drug Screen $ 40.00 DOT Drug Screen $ 66.50 TB Test $ 15.00 TB Read $ - Pulmonary Function Screening - OSHA Questionaire $ - Pulmonary Function Screening if Ordered by Doctor due to OSHA Questionaire $ 50.00 Vision Screen (including color blindness) $ - TOTAL $ 397.75 CATEGORY 2: SUBSTANCE TESTING: PRE- EMPLOYMENT/RANDOM Non-DOT Drug Screen $ 40.00 DOT Drug Screen $ 66.50 Rapid Test $ 40.00 Breath Alcohol $ 33.00 TOTAL $ 179.50 RFP 18-053 Advocate Sherman Date of Opening: 12/27/18 1425 N. Randall Department: Human Resources Elgin, IL 60123 Description CATEGORY 3: POLICE EXAMS: PRE- EMPLOYMENT/ANNUAL AT ' OFFICER'S REQUEST 5 Panel Drug Screen $ 33.40 Medical Physical Exam $ - Urinalysis $ 56.00 Urinalysis (Dip Stick) $ - Urinalysis (Lab Based) $ - TB Test $ 15.00 TB Read $ - Audiogram Testing and Analysis $ 27.00 Back Screen Level I No Bid Back Screen Level II $ 68.25 Blood Baseline Lead Level $ 35.25 Pulmonary Function Screening - OSHA Questionaire $ - Pulmonary Function Test $ 50.00 Resting EKG (Applicants 39 and Under) $ 65.00 Stress Test Referral Titmus Exam $ - PSA (Age 50 and Over) $ 53.00 Comprehensive Metabolic Panel $ 45.00 Lipid Panel $ 35.42 Complete Blood Count $ 28.00 Venipuncture Fee for Blood Work $ - TOTAL $ 511.32 RFP 18-053 Advocate Sherman Date of Opening: 12/27/18 1425 N. Randall Department: Human Resources Elgin, IL 60123 Description CATEGORY 4: OTHER SERVICES Hepatitis B: 3 Injection Series $ 270.00 Hepatitis B: Titer $ 65.00 MMR (Rubella and Rubeola) Immunization and Titers $ 33.00 Mumps Titer Rubella Titer $ - Rubeola Titer $ - MMR Vaccine $ - Audiogram Testing and Analysis $ 27.00 Tetanus Shot/Booster $ 31.70 • Individualized Consultations on hourly basis: One on One Consultation Reviewing Screenings with MD $ 115.00 One on One Consultation Reviewing Screenings with RN $ 80.00 One on One Consultation Reviewing Screenings with Nutritionist Referral One on One Consultation Reviewing Screenings with Physical Fitness Expert Referral Group Training $ 73.21 Functional Capacity Examination Report Referral TOTAL $ 694.91 CATEGORY 5: OTHER SERVICES: ON-SITE RANDOM DRUG TESTING Non-DOT Drug Screen $ 40.00 DOT Drug Screen No Bid Rapid Test $ 40.00 Breath Alcohol $ 33.00 Additional Fees Associated with $ 80.00 Service Total $ 193.00 GRAND TOTAL $ 1,976.48