Loading...
HomeMy WebLinkAboutFidelis Professional Services, Inc. - 2016-04-28r PROFESSIONAL SERVICES CONTRACT BETWEEN THE, CITY OF 14UNTINGTON BEACH AND FIDI LIS PROFESSIONAL SERVICES, INC FOR JAIL INIKATE AL-TTHORITY COMPLIANCE SERVICES Table of Contents 1 Scope of Services.. _..... _............. . • _. .... ..- ....... _ . 1 2 Cite Staff Assistance..... __.__. ,. 2 3 Term. Time of Performance .— 2 4 Compensation ----- - --- --- -- --- - _2 5 Extra Work. ..-_ 6 Method of Payment - -• -_-- _.. -- _ - - - •- _ .3 7 Disposition of Plans Estimates and Other Documents. . . . ....... .... . . --3 8 Hold Harmless .... -- . .3 9 ,Professional Liability Insurance .... .......................... .............. 4 '1,0 Certificate of Insurance. ..... . . . . ... 5 1,1 hideoendent Contractor ................ . ..... _...... 6 12: Tenrntiation of Agreement---- ------- - -- - -- - ....... -- -- -. _ 6 13 Assignment_and Delegation...— .. . .. .. ..... ............. ... . .. ......... ... .6 14 CopXrigfitsfTafents. 7 15 City Employees and Officials ------------ -- -- -- ...... -- -7 16 Notices . ............................... •--------- .7 1 i Consent _ _ _ _-• --_ -• _ -- - - ._ . 8 18 ModLficat1on --- __ 8 19 Section Headings .. . .. ..... . . . ...... .. ...... . . . ............. .. . .... 8 20 Interpretation-ofthisAgreement .8 21 Duplicate Original.. .9 22 Immigration-.... - - - -- ------- - - -- -- - - -- - - --- - - - - -- .9 23 Legal Services SubcontracungPronibaed .................. . . . 9 24 Attorne.'s Fees_. - -- ---_ - - ._ ... _ _ _ 10 25 Survival. —10 26 Governm,-Lau; .- - 10 27 S►gnatorjes.......... .... ..... . ... 1 28 Entirety. ----....... --• 10 29 Effective Date- . .. ...... ...... . . .... ........... 11 N PROFESSIONAL SERVICES CONTTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND FIDELIS PROFESSIONAL SERVICES, INC FOR J AII, INFMATE AUT14ORITY COMPLIANCE SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Hunturto-ton Beach. a municipal corporation of -the State of California. hereinafter referred to as "CITY.'' and FIDELIS PROFESSIONAL SERVICES_ INC. a California corporation hereinafter referred to as "CONSULTANT " WHEREAS, CITY desires to engage the services of a consultant to provide Jail inmate .health authroity compliance review services: and Pursuant to documentation on File in the office of the City Cleric; the provisions of the Huntington Beach Municipal Code. Chapter 3 03. relating to procurement of professional service contracts have been complied with: and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is a&.-ed by CITE' and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTAN7 shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference These services shall sometimes hereinafter be referred to as the "PROJECT " - CONSULTANT hereby designates Robert A. Wilson who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement agredsurfnei/pmkssmal was to $49 10115 1 of 11 CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement 3 TERM: TIME OF PERFORMANCE Time its of the essence of this Ae reement The services of CONSULTANT are to '� commence on 27"/q /L .�-o 0� (the "Commencement Date") This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or , sooner temiinated as provided herein All tasks specified in Exhibit "A" shall be completed no later than three (3) years from the Commencement Date The time for performance of the tasks 3 identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROTECT if mutually agreed to in writing by CITY and CONiSCLTANT In the event the Commencement Date precedes the Effective Date. CONSULTANT shall be bound by all terms and conditions as provided herein d COMPENSATION In consideration of the performance of the services described herein, CITY age -es to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement. a fee_ including all costs and expenses, not to exceed nine thousand Dollars (S9.000) 5 EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT -will undertake such nouisarfnedpmfessconai sves to $45 1Oil 5 2 Of I I work only after receiving written authorization from CITY Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained 6 METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B 1 7 DISPOSITION OF PLANS. ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including without limitation_ all original drawings. designs. reports. both field and office notices. calculations. computer code. language, data or programs, reaps; memoranda. letters and other documents shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion. whichever shall occur first These materials may be used by CITE' as it sees fit 8 HOLD HARMLESS CONSULTANT hereb% agrees to protect, defend, indemnify and hold harmless CITY. its officers. elected or appointed officials, employees, agents and volunteers from and against any and all claims damages, losses, expenses. judgments. demands and defense costs (including. without limitation, costs and fees of litigation of every nature or liability of any kind or nature) ansmg out of or in connection with CONSULTART's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULT_ NIT. its officers; agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULT4NT's counsel This indemnit\1 shall apply to all claims and liability regardless of whether any insurance policies are agree,surfnet;professfonal sires to s49 10E15 3 of I I applicable. The policy limits do not act as hinitation upon the amount of indemnification to be provided by CONSULTANT. 9 PROFESSIONAL LIABILITY INSURANCE CONSULTANT .shall obtain and furnish to CITY a professional liability insurance policy covering the work performed b\ it hereunder This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars (S1,000.000 00) per occurrence and in the aggregate The above -mentioned insurance shall not contain -a self -insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000 00) or less is permitted A claims -made policy shall be acceptable if the policy further provides that A The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements) B. CONSULTANT shall notiA, CITY of circumstances or incidents that might give rise -to fut zre claims CONSULT kNIT will make every effort to maintain similar insurance -during the required extended period of crverage following PROJECT completion If insurance is terminated for anN, reason. CONSULTANT aizrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Aureement - If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that°insurance has been procured and is in force and paid for. the CITY shall have the right, at the CITY's election, to agreasurfneVprofessional s%es to $49 10/13 4 Of 11 forthwith terminate this Agreement Such termination shalt not affect Consultant's right to be paid for its time and matenals expended prior to notification of termination CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for an,, wori, performed prior to approval of insurance by the CITY. 10 CERTTFICIATE OF I IS[JRANCE Prior to commencing performance of the cork hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Anornev evidencing the foregoing insurance coverage as required by this Agreement; the certificate shatl- A provide the name and policy number of each tamer and poljc\. B state that the policy is currently in force, and C shall promise that such policy shall not be suspended, voided or canceled b, either party. reduced in coverage or in limits except after thirty (;U) days prior written nonce, however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is frilly completed and accepted. by CITY The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, bold harmless and indemnification obligations as set forth in this Agreement CITY or its representative shall at all times have the right to demand the original or a copy of the policy of -insurance. CONSULTANT shall pay, in a prompt and timely manner the premiums on the -insurance hereinabove required agreetsurfnetinroESsmnal sves to S4Q 10115 5 of 11 11 INDEPENDENT CONTRACTOR CONSULTANT is. and shall be. acting at all times in the performance of this Agreement as an independent contractor herein and -not as an employee of CITY CONSULTANTT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes. social secur►n, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses if any, in connection with the PROJECT and/or the services to be performed hereunder 12 TERMINATION OF AGREEMENT AT work required hereunder shall be performed in a good and workmanlike manner CITY may terminate CONSULTANTS services hereunder at any time with or without cause. and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing notice of'wlhieb shall be delivered to CONSULTANT as provided herein In the event of termination, all finished and unfinished documents, exhibits. report_ and evidence shall_ at the option of CITY become its property and shall be promptly delivered to it by CONSULTANT 13 ASSIGNMENT AND DELEGATION This Agreement is,a personal service contract and the work hereunder shall not tse ass►gned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY If an assignment. delegation or subcontract is approved all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove a -grecdsunneUprof=ion; sscs t,,$49 10115 6 of 11 14 COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any wo€�:, item or material produced as a result of this Agreement. l CITY EMPLOYEES AND 01:?l=1CIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement No officer or employee of CITY shall haN e any financial interest to this Agreement in-6olation of the applicable provisions of the California Government Code 16 NOTICES kny notices, certificates, or other communications hereunder shall be even either by personal deiivery to CONSULTANT's agent (as designated in Sectson l hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope. postage ptepaid and depositing the same in the United States Postal Service, to the addresses specified below CITY and CONSULTANT may designate different addresses to which subsequent notices certificates or other communications will be sent b}- notifying -the other part} via personal delivery, a reputable overnight cagier or L S. certified mail -return receipt requested TO CITY City of Huntington Beach ATTN Dale Miller 2000 Main Street Huntington Beach, CA 92648 agwdsurCnedprofessionaf sues to $49 10/15 7 of I-1 TO CONSULTANT Fidelis Professional Services ATTNT Robert Nilson 2828 Cochran Street Suite 486 Simi Valley. CA 93065 17 CONSENT When CITY`s consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consentiapproval to any subsequent occurrence,of the saute or any other transaction or event. 18 MODIFICATION No waiver or modification of any language in this .Agreement shall be valid unless to writing and duly executed by both parties. 19 SECTION HEADINGS The titles. captions, section, paragraph and subject headings. and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and -are included solely for convenience of reference ont} and are not representative of matters included or excluded from such provisions and do not interpret_ define. limit or describe; or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement 20. 1NTERPRETATION Of THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole. accordutg to its fair meaning. and not strictly for or against any of the parties If any provision of this .Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable. void_ illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this A�areement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here As used to this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or`requires. Nothing contained herein shall be construed so as aeredsurrnetluroressional s%es to 949 10115 8 of l l to require the commission of any act contrary to law_ and wherever there is any conflict between any provision contamed herein and any present or future statute, law; ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail. and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law 21 DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals. each of which so executed shall. irrespective of the date of its execution and delivery. be deemed an onamal Each duplicate original shall be deemed an original instrument as against an} party who has signed it 22. IMMIGRATION CONSULTANT shall be responsihle for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding -employment verification 23. LEG4L SERVICES SUBCONTRACTING PROD FrED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor wort: involving legal services and that such legal services are expressly outside the scope of services c 6 itemplated hereunder CONSULTANT understands that pursuant to Huntington Beach Cit}, Charter Section 309, the City Attorney is the exclusive legal counsel for CITY, and CITY shall -not be liable for payment of any legal services expenses incurred by CONSULTANT aereelsutfitwpmfessxsnal svvcs to S44 1 Of 15 9 of 1 I 24 ATTORNEY'S FEES In the event suit is brought by either patty to construe, interpret and/or enforce the terms and./or provisions of this Agreement or to secure the performance hereon each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover t?,s attorney's fees from the nonprevaihng party. 25. SURVIVAL Terms and conditions of this Agreement, which bx their sense and context survive die e.xpiration or termination of this Agreement, shall so survive 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California 27 SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authori-- and right to bind their respective parties to each of the terms of this Agreement. and shall indemnify CITY fully for any -injuries or damages to CITY in the event that such authority or power is not; in fact, held by the signatory or is withdrawn 28 ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations inducements, promises, agreements or warranties. oral or otherwise_ have been made by that parry or anyone acting on that pat ty's behalf which are not embodied in this Agreement, and that that party has not executed this umde urfrtet,rrofessionEl wcs to SA9 10/15 10 Gf I I Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney This Agreement shall expire when terminated as provided herein IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers CONSULTANT, Fidelis Professional Services, Inc COMPANY NAME c j4w. By CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Director/Chief (Pursuant To HBMC §3 03 100) 79Lf—L916%,61 1I1 APPROVED AS TO FORM: print name ITS (circle one) Chairm reside we President L-11\ L By - 2W T f,00cPa F3� 0,e ry l P ITS (circle one) ecretary/ htef Financial Officer/Asst Secretary — Treasure agree/surfnet/professional svcsto $49 10/15 11 of 11 City Attorney Date RECEIVE AND FILE: Date City Clerk Agreement in reliance on any representation, inducement, promise, agreement, u#arranty, fact or circumstance not expressly set forth in -this Agreement This Agreement- and the attached exhibits, contain the entire agreement bets+peen the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements-wbether oral or in writing between the parties respecting the subject matter hereof 29 EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorne}- This Agreement shall expire when terminated as provided herein IN INITTNESS WHEREOF, the parties hereto have causeu this Agreement to be executed by and through their authomied officers. CONSULTAl\1T. Fidelis Professional Services. Inc. CoN111ANT), RAAiE r B� pfutt name """'''jjj ITS (circle one) Chaum ice 1't-e-sudent AND B,t -�P- ITS (circle on ,tarn/ ntefFinancta1 Gfficer[Asst Se=tarn —Treas to XJ- stufnetlproft; venal sves to & 44 10115 11 Of l I CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California f; 1Pursuaw To I AbiC 63 03.100) APPR6VED AS TO FORM: City Attorney Date April 28, 2016 RECEIVE AND FILE. City Clerk Date '� .2�%zD/6 IWICIMIMM A STATEMENIT OF WORK_ (Narrative of work to be performed) Consultant shall conduct an Annual Health Service Audit: Review, develop and assist in implemeriting-.Nutten plan for annual statistical summaries of health care and pharmaceutical services that are provided Establish a mechanism to inspect, evaluate, and assure that the quality and adequacy of these services are assessed annually. The plan shall include a means for the correction of identified deficiencies of the health care and pharmaceutical services delivered Provide the facility administrator Aith an annual Witten report on health care and pharmaceutical services B CONSULTANT'S DUTIES -AND RESPONSIBILITIES Review Niedical[Mental Health Records - (a) The health authority shall review maintenance of individual, complete and slated health records which shall include. but not be limited to- (1) receiving screening form/history. (2) medical mental health evaluation reports, (3) complaints of illness or injury; (4) names of personnel who treat, prescribe, and/or administer/ deliver prescription medication, (5) location where treated: and, (G) medication records in conformance with Section 1216, Title 15 (b) Access physician patient confidentiality privilege applies to the medical/mental health record Access to the medical/mental health record shall be controlled The health au€hortty shall ensure the confidentiality of each inmate's medicaUmental health record file and such files shall be maintained separately from and to no way be part of the inmate's other_jail records The responsible physician or designee shall review -procedures to communicate information obtained in the course of medical/mental health screening and care to }ail authorities when necessary for the protection of the welfare of the inmate or others, management of the fail, or maintenance of jail secant, and order Review Health Care Procedures contained in the JailManual- The health authority shall. to cooperation with the facility administrator, set policies and procedures in conformance with applicable state and federal law. Avhich are reviewed and updated at least annually and include but are not limited to - (a) summoning and application of proper medical aid, (b) contact=and consultation with private physicians; (c) emergency and non -emergency medical and dental services (d) provision for medically required dental and medical prostheses and eyeglasses. (e) notification of next of kin or legal guardian in case. ofserious4llness which may result in death, EXHIBIT A (0 provision for screening and care of pregnant and lactating women, including postpartum care. and other services mandated bN statute. (gr) screening. referral and care of mentally disordered and developmentally disabled inmates. (h) implementation of special medical programs. (i) management of inmates suspected of or confirmed to have communicable diseases, (J) the procurement_ storage, repackaging. labeling. dispensing. administration/delivery to inmates and disposal of pharmaceuticals (lc) use of non -physician personnel in providing medical care, (1) provision of nedical diets, (m) patient confidentiabix and its exceptions. (n) the transfer of pertinent indiN idualized health care information. or individual documentation that no health care information is available. to the health authority of another correctional system, medical facility, or mental health facility at the time each inmate is transferred and prior notification pursuant to Health and Safety Code Sections 121361 and 121362 for inmates with known or suspected active tuberculosis disease (o) forensic medical services, including drawing of blood alcohol samples. body cavity searches, and other functions for the purpose of prosecution shall.not be performed by medical personnel responsible for providing ongoing care to the inmates Management of Communicable Diseases in a Custody Setting (a) The responsible physician, in conjunction with the facility= administrator and the county health officer shall re -view written plans to address the Identification, treatment. control and EXHIBIT A follow-up management of communicable diseases including, but not limited to, tuberculosis and other airborne diseases (b) Consistent with -the above plan_ the health authority shall, m cooperation with the facility administrator and the county health officer review, policies and procedures in conformance "ith applicable state and federal law Access to Treatment- The health authority, in cooperation with the facility administrator shall review ,yritten plans for identif);mg, assessing, treating and/or referring any inmate who appears to be in need of medical, mental health or developmental disability treatment at any time during his/her incarceration subsequent to the receivmg screening. Mental Health Services and Transfer to Treatment Facility The health authority shall establish policies and procedures to provide mental health services These services shall include but not be limited to (a) screening for mental health problems. (b) crisis intervention and_management of acute psychiatric episodes, (c) stabilization and treatment of mental disorders, and, (d) medication support services Sick Call, Review written policies and procedures developed by the facility administrator, in cooperation with the health authority, which provides for a daily sick call conducted for all inmates or provision made that any mmate requesting medicaVniental health attention be given such attention. 10,1/a11.01 Informed Con -sent The health authority shall review plans for informed consent of inmates in a language understood by the inmate. Except for emergency treatment, as defined in Business and Professions Code Section 2397 and Title 15 Section 1217 Pharmaceutical Manazement (a) The health authority in consultation %xith facility administrator shall review written plans, procedures. and provided space and accessories for the secure storage, the controlled administration, and disposal of all legally obtained drugs in accordance with Title 15 (b) Consistent with pharmacy laws and regulations_ the health au-thonry shall re\-iew written protocols (c) Policy and procedures on "over-the-counter" medications shall include, but not be limited to, how the\ are made available, documentation when delivered by staff and precautions against hoarding large quantities Suicide Prevention Program- The facility administrator and the health authority shall develop a wr,nen plan for a suicide prevention program designed to identify, monitor. and provide treatment to those inmates who present a suicide risk First Aid Krt(s). First aid kit(s) shall be available in all facilities The responsible physician shall approve the contents, number; location and procedure for periodic inspection of the kit(s). In Court and Temporary Molding facilities, the facility - administrator shall have the above approval authority_ pursuant to Section 1200 of these regulations. EXHIBIT A Facility Sanitation. Safety, and Maintenance The facility administrator shall develop written 'policies and procedures for the maintenance of an acceptable level of cleanliness, repair and safety throughout the facility Such a plan shall provide for a regular schedule of housekeeping tasks,and inspections to identif} and correct unsanitary or unsafe conditions or work practices which may be found. Protocols for intravenous therapy and blood withdrawal Review procedures and policies for blood withdrawal Care of Inmates confined in Sobering Cells; Safety Cell. or in Restraints- RevievArproceciures and policies related to care intoxicated, suicidal. violent and/or destructive inmates. Assess written procedures for the.care and safety of inmates confined in Sobering Cells. Safet\ Cells, and restraint devises to ensure compliance with Title 15- flood preparation. menu, and sanitation. In cooperation with the Facility Administrator, revie'vw policies and procedures for food preparation, and nutrients to ensure compliance with State and County Health rei?iilations Testify in coup as medical expert representing the City and Police Department in`lingation EXHIBIT A C. CITY'S DUTIES AND RESPONSIBILITIES The City shall make the following materials available to Consultant upon visit • Jail Manual • Policies and Procedures - if separate from Jail Manual • Previous Audit Reports • Copies or files to review of staff who function dual roles • Current contracts for health services • Documents/reports of medical/pharmaceutical utilizatjon D WOR , PROGRAM/PROJECT SCHEDULE s EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 10/ 1 /15 — 9/30/16 Year I 10/1116 — 9/30/17 Year ? 10/1/17 — 9/30/18 Year 3 $3.000 $3 000 S3 000 I CONSULTAINT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment �schedules 2 Deliver), of work product A copy of every memorandum, letter, report; calculation and other documentation prepared b-, CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks In the event CITY rejects or has comments on any such product CITY shall identify specific requirements for satisfacton completion 3 CONSULTANT shall submit to CITY an invoice for each monthly progress payment due Such invoice shall A) Reference this Agreement, B) Describe the services peformed, C) Show the total amount of the payment due. D} Include a certification h-v a principal member of CONSULTANrs firm that the work has been performed to accordance with the provisions of this Agreement and E) For all payments include an estimate of the percentage of iN ork completed Upon submission of an-, such invoice. if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY Such approval shall not be unreasonably withheld If CITY does -not approve. an invoice, CITY shall notif}, CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit --A may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein 4 Any bilhngs for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separatel} to C1Tl' Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for ,such time Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate Sucb approval shall not be unreasonably withheld_ Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance ofthe remainder of this Ag ement Exhibit B