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HomeMy WebLinkAboutAgenda Report - August 1, 2007 E-10AGENDA ITEM WV AMk CITY OF LODI COUNCIL COMMUNICATION TM AGENDA TITLE: Adopt resolution authorizing the City Managerto sign a contract between the City of Lodi and Lodi Memorial Hospitalfor operation of the Adult Day Care Program and the Camp Hutchins Children's Day Care program at Hutchins Street Square MEETING DATE August 1,2007 PREPARED BY: James M. Rodems, Community Center Director RECOMMENDED ACTION: Adopt resolution authorizing the City Manager to sign a contract between the City of Lodi and Lodi Memorial Hospital for operation of the Adult Day Care Program and the Camp Hutchins Children's Day Care program at Hutchins Street Square through August 2010 with extensions through 2012. BACKGROUND INFORMATION: In March of 1998, the City of Lodi and Lodi Memorial Hospital entered into an agreement whereby Lodi Memorial Hospital would provide and manage a child care facility on a year-round basis at the Hutchins Street Square facility, specifically called "Camp Hutchins". The City agreed to lease the western portion of the remodeled multi-purpose building at Hutchins Street Square for the sum of one dollar ($1.00) per year. Additionally, Camp Hutchins is in its ninth year of a Summer Satellite Program that doubles the number of participants for eight weeks in the summer (accommodating modified traditional and traditional school tracks). In June of 1990, the City of Lodi and Lodi Memorial Hospital entered into an agreement whereby Lodi Memorial Hospital would provide and manage an adult day care facility on a year-round basis at the Hutchins Street Square facility, specifically called "Adult Day Care". The City agreed to lease a portion of the Senior Centerfor the sum of one dollar ($1.00) per year. By way of this contract we have incorporated both programs as a single entity of LODI MEMORIAL HOSPITAL. These partnerships have exceeded all expectations and continue to be of great value to the community. FUNDING: None. Nofunding is requiredfor this proposal. J James M. Rodems, Community Center Director APPROVED: f61 Blair King, CityManager AGREEMENT THIS AGREEMENT, entered into by and between the CITY OF LODI, a municipal corporation ("City"), and LODI MEMORIAL HOSPITAL ("Hospital"). WHEREAS, the Hospital and the City have a history of partnering with the operation of the Adult Day Care Facility at Hutchins Street Square and Camp Hutchins; WHEREAS, Lodi Memorial Hospital and the City of Lodi have previously entered into Agreements whereby Hospital leased from City a portion of the Senior Citizen's Complex at Hutchins Street Square and the western portion of the remodeled multi-purpose building at Hutchins Street Square. WHEREAS, the purpose of this Agreement is to continue these relationships, and combine the previously separate contracts into one master contract which will run for an additional three (3) years from the date this Agreement with the option of two (2) one year (1) extensions. NOW, THEREFORE, IT IS AGREED by and between the parties hereto as follows: 1. The purpose of this Agreement is to provide an adult day care facility and chiMren's day care on a year-round basis at the Hutchins Street Square facility. 2. The City of Lodi will lease to Lodi Memorial Hospitalfor the sum of ONE DOLLAR ($1.00) each year, payable in advance on the anniversary date of this Agreement, the facilities and spaces described as follows: Adult Dav Care Center The southern portion of the remodeled Senior Citizen's Complex at Hutchins Street Square, as more particularly shown on the floor plan attached hereto and made a part of this Agreement by reference. K,Ul192 Camp Hutchins The western portion of the remodeled multi-purpose building at Hutchins Street Square, as more particularly shown on the floor plan attached hereto and made a part of this Agreement by reference. 3. The term of this Agreement shall be for a period of three (3) years commencing August 1, 2007 and expiring on August 1, 2010. This Agreement may be terminated with or without cause by either party by providing not less than thirty (30) days advance written notice to the other patty. This Agreement will extend automatically for two successive one year periods if neither party gives notice of intent to terminate thirty (30) days prior to the then current expiration date. 4. Hospital agrees to operate an adult day care program and a child care program during hours mutually agreeable to the parties, Monday through Friday, fifty-two weeks of the year, save and except the usual and traditional holidays. Such services shall be available to all persons otherwise meeting the criteria for participation in such day care facilities, regardless of race, color, religion, sexual orientation, marital status, national origin, ancestry, age, residency or any other criteria prohibited by law. 5. All kitchen appliances, if any, shall be provided, owned, and maintained by Hospital, which shall furnish to the City a list of, and specifications for, all such appliances prior to installation. A list of the kitchen appliances installed by Hospital prior to execution of this Agreement has been provided by Hospital. 6. Hospital shall provide all necessary and customary equipment, furniture, and staff to provide care for a maximum of thirty (30) persons in the Adult Day Care program and shall provide all necessary and customary equipment, furniture, and staff to provide care for a maximum of fifty-six (56) children in Camp Hutchins. 7. Hospital shall be responsible for publicity and marketing of the programs, and expending reasonable and good faith efforts to make the public aware of these programs. Fees will be established by Hospital in accordance to area market value. 8. The leased premises (as described in paragraph 2) will be available to the City "after hours" and on weekends for outside rental and joint uses of the rooms for various community and civic activities. 9. City shall provide all customary and usual maintenance of buildings and grounds. Lodi Memorial Hospital shall be responsible for all janitorial and cleaning services for the interior of the space described in paragraph 2. 10. City shall be obligated only to provide the necessary space and maintenance for such day care centers. All other expenses of operation of the day care programs shall be the responsibility of Hospital. Hospital further agrees to operate such Adult Day Care program and Camp Hutchins program on a not-for-profit basis. Charges or fees for such services shall be adjusted with the intent to make such charges or fees reflect the actual cost of operation and overhead of the facility. In determining or calculating profit or loss, Hospital shall be entitled to depreciate during the term of this Agreement the cost for any necessary equipment provided during the term by Hospital. Determination of profit or loss may utilize or carry forwardfcarry back method of calculating profit or loss for each year of the three (3) year term of this Agreement and offset for each year in which a loss was incurred against any year of the current term in which a profit resulted. Should an overall profit result as shown by independent audit based on the considerations found in this paragraph, then at the end of the three (3) year term , it shall be paid and remitted to the City of Lodi, for the purpose of continued maintenance and development of the facility. The provisions of the paragraph shall apply to any extension of the original term of this Agreement as described in paragraph 3. 11. INDEMNITY: Hospital agrees to indemnify and hold harmless City and its officers, agents and employees from and against all claims of whatever nature arising from any act, omission, or negligence of Hospital or Hospital's contractors, licensees, agents, servants, or employees, or arising from any accident, injury, or damage whatsoever caused any person, or to the property of any person, occurring during the term hereof, in or about the demised premises where such accident, damage, or injury, including death, results, or is claimed in whole or in part to have resulted, from any act or omission on the part of Hospital or Hospital's agents or employees. This indemnity and hold harmless agreement shall include indemnity against all costs and expenses, including attorney's fees incurred in or in connection with any such claim or proceeding brought thereon and the defense thereof. 12. GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE: Hospital agrees to maintain in full force during the term hereof a policy of general liability insurance under which Hospital is named as insured, and containing an additional named insured endorsement naming City, its elected and appointed boards, commissions, officers, agents, employees and volunteers as additional insured, and under which the insurer agrees to indemnify and hold Hospital and City harmless from and against all costs, expenses, and liability arising our of, or based upon, any and all property damage, or damages for personal injuries, including death, sustained in accidents occurring in or about the premises, where such accident, damage, or injury, including death, results, or is claimed to have resulted, from any act or omission on the part of Hospital, or Hospital's ADC-CH-COL07 Contractdoc Page 2 of 4 agents or employees. The minimum limits of such insurance shall be $5,000,000 (one million dollars). In addition to the additional named insured endorsement on Hospital's policy of insurance, said insurance policy shall be endorsed to include the following language: "Insurance as is afforded by the endorsementfor additional insured shall apply as primary insurance. Any other insurance maintained by the City of Lodi or its officers and employees shall be excess only and not contributing with the coinsurance afforded by this endorsement." 13. A duplicate or certificate of said public liability and property damage insurance policy containing the above -stated required endorsement shall be delivered to City within ten (10) days afler the issuance and each renewal of said policy. 14. Hospital shall take out and maintain during the term of this Agreement, Worker's Compensation Insurancefor all of the Hospital's employees employed to perform work in the programs described herein. 15. IN the event of a cessation or abandonment of either of the adult day care center or the child care program by Hospital for a period exceeding thirty (30) days, City may, in its sole discretion, deem this Agreement null and void. 16. Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or uOpon receipt by express or overnight deliver, postage prepaid, or in three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: City shall be: City Manager P.O. Box 3006 Lodi, CA 95241-1910 With a copy to: Community Center Director Hutchins Street Square 125 S. Hutchins Street Lodi, Ca 95240 Hospital shall be: Lodi Memorial Hospital Hospital Administrator 975 South FairmontAve Lodi, CA 95240 17. This Agreement shall be construed in accordance with the laws of the State of California. 18. If any term of this Agreement is found to be void or invalid, such invalidity shall not affect the remaining terms of this Agreement, which shall continue in full force and effect. 19. This Agreement constitutes the entire understanding and agreement between the parties hereto. There shall be no modifications without the written consent of both parties. ADC-CH-COL07 Contractdoc Page 3 of 4 Executedthis day of , 2003 at Lodi, California CITY OF LODI, a municipal corporation LODI MEMORIAL HOSPITAL Blair King City Manager ATTEST; Randi Johl City Clerk Dated: Approved as to Form: D. Stephen Scwabauer City Attorney By: Janice D, Magdich (4K Deputy City Attorney Joseph Harrington Administration ADC-CH-COL07 Contract.doc Page 4 of 4 RESOLUTION NO. 2007-152 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT BETWEEN THE CITY OF LODI AND LODI MEMORIAL HOSPITAL FOR THE OPERATION OF THE ADULT DAY CARE PROGRAM AND CAMP HUTCHINS CHILDREN'S DAY CARE PROGRAM AT HUTCHINS STREET SQUARE NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council hereby authorizes the City Manager to execute a contract between the City of Lodi and Lodi Memorial Hospital for the operation of the Adult Day Care Program and the Camp Hutchins Children's Day Care Program at Hutchins Street Square through August 2010 with extensions through 2012. Dated: August 1,2007 hereby certify that Resolution No. 2007-152 was passed and adopted by the Lodi City Council in a regular meeting held August 1, 2007, by the following vote: AYES: COUNCIL MEMBERS — Hansen, Hitchcock, Katzakian, Mounce, and Mayor Johnson NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — None ABSTAK CO-17NM MEMBERS — None VNMDJ0--H1L City Clerk 2007-152