Full Text
SERVICE AGREEMENT BETWEEN GEM STATE SECURITY & INVESTIGATIONS AND CITY OF MOSCOW, IDAHO THJS SERVICE AGREEMENT BETWEEN GEM STATE SECURITY & INVESTJGA TIONS AND CITY OF MOSCOW, IDAHO (hereinafter"Agreement"), is made this 2.Ll 7' day of- ABY , 2005, between the City of Moscow, a municipal corporation of the State ofldaho, 206 East Third Street, Moscow, ldaho, 83843 (hereinafter referred to as "CITY") and Gem State Security & Investigations, 2012 Powers Drive, Lewiston, Idaho, 83501 (hereinafter referred to as "GEM STATE"): W I T N E S S E T H: WHEREAS, CITY is in need of security services for involuntary commitments necessitated by City health, safety and welfare activities; and WHEREAS, Moscow's local hospital, Gritman Medical Center, Inc., is unable to provide such services; and WHEREAS, CITY believes it is in the best interest not to utilize Moscow city police department personnel for provision of such security services related to involuntary commitments; and WHEREAS, CITY believes that GEM STATE is able to provide adequate security services for involuntary commitments when called upon by CITY; NOW THEREFORE IT IS HEREBY AGREED AS FOLLOWS: DUTIES: GEM STATE shaH perform all duties listed below in a good and workmanlike manner in conformance with the following: A. GEM STATE shall provide one trained, non·unlformed officer to provide direct supervision for each involuntary commitment from CITY on site at St. Joseph's Regional Medical Center in Lewiston, Idaho during the entire term of such involuntary commitment. Such GEM STATE officer shall be made available to CITY immediately upon CITY's request, or as soon as practicable following notification hy CITY of a need for involuntary commitment supervision services provided by GEM STATE. B. Such GEM STATE officer shall remain with the involuntary commitment until he/she is released by a member of St. Joseph's Regional Medical Center staff or other authorized person or until relieved by another GEM STATE officer or by a law enforcement officer of CITY or law enforcement officer of the local jurisdiction. No GEM STATE officer shall work more than twelve (12) hours without relief. C. GEM STATE shall abide hy all regulations and requirements of CITY and St. Joseph's Regional Medical Center when dealing with an involuntary commitment. Such regulations include, but are not limited to, training, dress code, behavior, confidentiality, and standards of professionalism. D. GEM STATE shall provide CITY with contact information in a matter that guarantees that CITY can contact GEM STATE at all times day or night. SERVICeS AGREEMENT- GEM STATE I I I I I I I I I I I I ---PAGE BREAK--- E. GEM STATE agrees to abide by all law enforcement and/or patient and/or health care provider confidentiality laws pertaining to involuntary commitments within the United States of America, the State ofldaho, Latah County, Nez Perce County and cities of Lewiston, Idaho and Moscow, Idaho, including, but not limited to the Health Insurance Portability and Accountability Act (HIP AA) regulations of 1996, Public Law 1 04-191. 2. REM UN ERA TION: CITY shall reimburse GEM STATE in the following manner: A. CITY shall pay GEM STATE thirteen and fifty one hundredths dollars($13.50) for each hour of security supervision provided by GEM STATE per involuntary commitment. For purposes of calculating such supervision fees, such charges shall begin when GEM STATE takes control of the involuntary commitment from CITY. B. Invoices from GEM STATE services shall be sent out as soon as practicable after the involuntary commitment is released from such commitment by a member of St. Josephs Regional Medical Center staff or by other authorized person. Invoice for supervision services shall be paid by CITY to GEM STATE within thirty (30) days following receipt of such invoice. C. lf supervision services required by CITY necessitate training of GEM STATE personnel in addition to what such personnel have received, CITY shall provide such training at no cost to GEM STATE (other than GEM STATE's wages and transportation related to such training, which shall remain the responsibility of GEM STATE). If special vehicles, restraints, or other security related material(s) or apparatus is required by CITY (other than handcuffs) in order to facilitate GEM STATE's supervision services, such shall be provided by CITY at no cost to GEM STATE only until GEM STATE acquires its own specialized equipment. 3. NON-APPROPRIATION CONTINGENCY: This Agreement is contingent upon CITY receiving the necessary funding to cover financial obligations of CITY. In the event that such funding is not received or appropriated, then, and in that event, CITY'S obligations under this Agreement shall cease and each party shall be released from further performance under this Agreement without any liability to the other party. 4. INDEPENDENT CONTRACTOR: GEM STATE shall be an independent contractor and not an employee of CITY and shall comply with all the duties set forth in this Agreement and shall use GEM STATE's best efforts to carry out such agreed to supervision services. 5. SUBCONTRACTING PROHIBITED: GEM STATE shall not subcontract any part of this Agreement to any party at any time. 6. INSURANCE: A. GEM STATE expressly understands and agrees that GEM STATE shall be fully responsible for GEM STATE'S workers compensation insurance, State and Federal withholding taxes, FICA withholding, etc. GEM STATE further agrees that GEM STATE shall be solely responsible for GEM STATE's employees, and further GEM STATE shall carry all applicable workmen's compensation insurance on said employees, if applicable. GEM STATE agrees to indemnifY and hold CITY harmless for any damages or claims of whatever nature of GEM STATE or GEM STATE's employees. SERVICES AGREEMENT- GEM STATE PAGE20F4 ---PAGE BREAK--- B. GEM STATE currently holds and shall be required to maintain one million dollars ,000,000) general liability insurance policy at all times during the term of this Agreement and shall provide a certificate of said policy to CITY. Gem state shall notifY CITY of any change in such policy thirty (30) days prior to any such change during the term of this Agreement. 7. HOLD HARMLESS: GEM STATE agrees to indemnifY, defend, and hold harmless CITY, and its officers, agents and employees, including CITY police department officers and personnel, from and against any and all claims, losses, actions, or judgments for damages or injury to persons or property arising out of or in connection with the acts and/or any performances or activities of GEM STATE or GEM STATE's agents, employees or representatives under this Agreement. 8. NOTICES: Any notice required or called for by this Agreement shall be deemed served upon the party to whom it is sent when delivered by certified or registered United States Mail to the following addresses: GEM STATE: CITY: Jon H. Singleton 2012 Powers Drive Lewiston, Idaho, 83501 Telephone: (208) 746-4152 Facsimile: (208) 746-5078 24 Hour Call Number: (208) 799-4744 Email: Marshall H. Comstock, Mayor City of Moscow P. 0. Box 9203 206 East 3rd Street Moscow, ID 83843 Telephone: (208) 883-7000 Facsimile: (208) 883-7018 9. TERM OF AGREEMENT: The initial term of this Agreement shall be effective from the ?.t.f of r.£frf!1J4P-"' , 2004 until September 30, 2005. This Agreement shall be renewable for one additional one year term thereafter at the sole discretion of CITY unless otherwise agreed to in writing by the parties. I 0. TERMINATION: This Agreement may be terminated without cause at any time by the CITY giving the GEM STATE thirty (30) calendar days notice in writing of its intention to terminate the same. l l. SEVERABILITY: If any provision of this Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this Agreement, and this Agreement shall be enforced as if such invalid and unenforceable provision had not been contained herein. 12. JURISDICTION AND VENUE: It is agreed that this Agreement shall be construed under and governed by the laws of the State of ldaho. In the event of litigation concerning it, it is agreed that proper venue shall be the District Court of the Second Judicial District of the State of!daho, in and for the County of Latah. SERVICES AGREEMENT- GEM STATE PAGE30F4 ---PAGE BREAK--- 13. TION. GEM STATE shall not discriminate against any employee or applicant for employment on the basis of race, color, religion, creed, political ideals, sex, age, marital status, physical or mental handicap, or national origin. IN WITNESS WHEREOF, the parties hereto have set their hand this "Z!fT!lday of February, 2005. GEM STATE SECURITY Jon STATE OF IDAHO ) ss. COUNTY OF NEZ PERCE ) CITY OF MOSCOW: & INVESTIGATIONS: On this '11.;1 day of 7 - ' o PAGE40F4