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UCSF Fresno - Mobile HeaL - COVID-19 - 2020
Zo r 00,r?0.3 64#202© GRANT AGREEMENT BETWEEN THE CITY OF FRESNO AND UCSF FRESNO REGARDING THE MOBILE HeaL PROJECT THIS GRANT AGREEMENT (AGREEMENT) is made and entered into effective upon execution by both parties (the Effective Date), by and between the CITY OF FRESNO (the CITY), and The Regents of the University of California, on behalf of its San Francisco campus at Fresno, commonly referred to as UCSF FRESNO (UCSF), for implementation of the Mobile HeaL Project. RECITALS WHEREAS, COVID-19 is responsible for a worldwide pandemic which has affected all of the United States; and WHEREAS, this new disease has stressed the healthcare system and resulted in significant damage to the economy, including the healthcare system and economy in the City; and WHEREAS, economic recovery and disease control will both require a better understanding of the epidemiology of the disease, especially in communities of color, which are disproportionately affected and who hold many of the essential jobs in the economy; and WHEREAS, a number of issues such as fixed testing sites, general levels of distrust for governmental authority, language and cultural barriers, and limited access to healthcare impede the development of testing for vulnerable and underserved populations in Fresno; and WHEREAS, screening these populations benefits the health of the entire community; and WHEREAS, UCSF shall expand an existing program to establish at least three mobile "clinics" that can be deployed to neighborhoods traditionally underserved for health care in the City for testing SARS COV-2, screening or at risk health conditions, and connect symptomatic patients to health care providers using telehealth technology; and WHEREAS, UCSF hereby represents that it desires to and is professionally and legally capable of implementing the Mobile HeaL Project (the "Project) to serve the City, and the Project is consistent with UCSF's mission; and WHEREAS, UCSF acknowledges that grant funds being provided under this Agreement will be derived from the City's Coronavirus Relief Fund allocation under the federal CARES Act (42 U.S.C. 801 et seq.) and subject to the constraints set forth in the CARES Act; and WHEREAS, this Agreement will be administered for the City by its City Manager or its designee. ALL-B 3.0(09 00 2016) Page 1 of 12 AGREEMENT NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions, and premises hereinafter contained to be kept and performed by the respective parties, it is mutually agreed as follows: 1. Scope of Proiect. UCSF shall perform the Project described in Exhibit A. 2. Grant AmaL111t. City shall provide UCSF with up to $5,000,000.00 for the Project described in Exhibit A. The City shall render payment to the UCSF in three separate installments as set forth below: Phase 1: City will pay UCSF a first grant installment of up to $2,276,781.86 for the Project described in Exhibit A. The City's Phase 1 payment will be due on the Effective Date of this Agreement. Phase 2: City will pay UCSF a second grant installment of up to $1,216,409.04 for the Project described in Exhibit A. The City's Phase 2 payment will be due approximately 30 days after the Effective Date of this Agreement. Phase 3: City will pay UCSF a third and final grant installment of up to $1,506,809.09 for the Project described in Exhibit A. The City's Phase 3 payment will be due approximately 120 days after the Effective Date of this Agreement. 3. Term of Agreement and Time for Performance. This Agreement shall be effective from the Effective Date through December 15, 2020, subject to earlier termination in accordance with this Agreement. The Project as described in Exhibit A will commence upon the Effective Date and shall be completed prior to expiration of this Agreement and in accordance with any performance schedule set forth in Exhibit A. 4. Amendment to Increase or Decrease Scope of Project_ The parties may modify this Agreement to increase or decrease the scope of the Project, which modification may include an adjustment to UCSF's compensation. Any change in the scope of the Project must be made by written amendment to the Agreement signed by an authorized representative for each party. 5. Termination, Remedies and Force Maieure. (a) This Agreement shall terminate without any liability of the City or to UCSF upon the earlier of: (i) thirty (30) calendar days prior written notice with or without cause by the City or UCSF; or (ii) expiration of this Agreement. (b) Immediately upon any termination or expiration of this Agreement, UCSF shall (i) immediately stop all work hereunder; (ii) immediately cause any and all of its subcontractors to,cease work; and (iii) return to the City any and all unearned payments:_.Subject to the terms of this Agreement, UCSF shall be paid compensation for work,performed prior to the effective date of termination. UCSF shall be reimbursed for non-cancellable obligations incurred prior to the date of termination which cannot reasonably be cancelled. (c) Upon any breach of this Agreement by UCSF, the City may (i) exercise any right, remedy (in contract, law or equity), or privilege which may be available to it under applicable laws of the State of California or any other applicable law ALL-B 3.0(09 00 2016) Page 2 of 12 (d) UCSF shall provide the City with adequate written assurances of future performance, upon the Administrator's request, in the event UCSF fails to comply with any terms or conditions of this Agreement. (e) UCSF shall not be liable for failure to perform its obligations under this Agreement, nor be liable to any claim for compensation or damage, nor be deemed to be in breach of this Agreement, if such failure arises from an occurrence beyond the reasonable control of UCSF and without its fault or negligence such as, acts of God or the public enemy, acts of the City in its contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. UCSF shall notify the City in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith. If the delay may reasonably be anticipated to continue, then the parties shall discuss whether continuation of the Project is viable, and whether this Agreement should be terminated in accordance with this Section 5. 6. Confidential Information and Ownership of Documents. (a) During the term of this Agreement, and for 3 years thereafter, neither party shall disclose to anyone any Confidential Information without the prior written consent of the disclosing party. The term "Confidential Information" for the purposes of this Agreement shall include all proprietary and confidential information of the parties, including but not limited to business plans, marketing plans, financial information, and other information marked as `Confidential' or in the case of oral disclosures, identified at the time of such oral disclosure as confidential, and reduced to writing and identified as `Confidential' within thirty (30) days of disclosure. (b) All rights in copyrightable works first created by UCSF in the performance of the services described in Exhibit A under this Agreement are the property of UCSF. Unless restricted under applicable laws or regulations, UCSF shall grant the City a fully paid-up, royalty-free, nonexclusive, sub-licensable, irrevocable license to use, reproduce, prepare derivative works, and distribute copies of written reports, to fulfill the City's government purposes. (c) UCSF shall comply with all applicable laws and regulations governing patient privacy and confidentiality of health information, including without limitation the federal Health Insurance Portability and Accountability Act of 1996 ("HIPAX) and its implementing regulations, and the State of California Confidentiality of Medical Information Act ("CMIA"). Reports and information shared with the City shall only contain aggregate, de-identified information. (d) If UCSF should subcontract all or any portion of the Project to be performed under this Agreement, UCSF shall cause each subcontractor-to also comply with the requirements of this Section 6. (e) This,-,-Section 6 shall survive expiration or termination--, of this Agreement. 7. Professional Skill. It is further mutually understood and agreed by and between the parties hereto that inasmuch as UCSF represents to the City that UCSF and its subcontractors, if any, are skilled in the profession and shall perform in accordance ALL-B 3 0(09 00 2016) Page 3 of 12 with the standards of said profession necessary to perform the Project agreed under this Agreement. UCSF agrees to thus perform the Project and require the same of any subcontractors. Therefore, any grant payments by the City shall not operate as a release of UCSF or any subcontractors from said professional standards. 8. Indemnification. To the extent permitted by law, UCSF shall defend, indemnify and hold harmless the City, its officers, employees and agents from and against any and all liability, loss, expense, attorneys' fees, or claims for injury or damages arising out of the performance of this Agreement but only in proportion to and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of the University, its respective officers, agents or employees. UCSF recognizes that the source of funds for the Agreement is the City's allocation from the federal Coronavirus Relief Fund, distributed pursuant to the CARES Act (42 U.S.C. 801.). UCSF's indemnity extends to the negligent or intentional acts or omissions, or willful misconduct of UCSF, its respective officers, agents or employees in its compliance with the federal Cares Act obligations identified in Section 11. City shall indemnify, hold harmless and defend UCSF, State of California and each of its officers, officials, employees, agents, and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by UCSF, State of California, City or any other person, and from any and all claims, demands and actions in law or equity (including attorney's fees and litigation expenses), arising or alleged to have arisen directly or indirectly from the negligent or intentional acts or omissions, or willful misconduct of City or any of its officers, officials, employees, agents, or volunteers in the performance of this Agreement; provided nothing herein shall constitute a waiver by city of governmental immunities including California Government Code section 810 et seq. In the event of concurrent negligence on the part of City or any of its officers, officials, employees, agents, or volunteers, and UCSF or any of its officers, officials, employees, agents, or volunteers, the liability for any and all such claims, demands and actions in law or equity for such losses, fines, penalties, forfeitures, costs and damages shall be apportioned under the State of California's theory of comparative negligence as presently established or as may be modified hereafter. This section shall survive termination or expiration of this Agreement. 9. Insurance. UCSF shall comply with all of the insurance requirements in Exhibit C to this Agreement. 10. Conflict of Interest and Non-Solicitation. (a) UCSF.shall compiy, and require its subcontractors to comply with (i) professional canons and requirements'-`governing avoidance of impermissible client '7 conflicts; and (ii) federal, state and local conflict of interest laws and regulations, to the extent applicable, including, without limitation, California Government Code Section 1090 et. seq., the California. Political Reform Act (California Government Code Section 87100 et. seq.) and the regulations of the Fair Political Practices Commission,.-concerning ALL-B 3 0(09 00 2016) Page 4 of 12 disclosure and disqualification (2 California Code of Regulations Section 18700 et. seq.). At any time, upon written request of the City, the Consultant shall provide a written opinion of its legal counsel and that of any subcontractor that, after a due diligent inquiry, UCSF and the respective subcontractor(s) are in full compliance with all laws and regulations. UCSF shall take, and require its subcontractors to take, reasonable steps to avoid any appearance of a conflict of interest. Upon discovery of any facts giving rise to the appearance of a conflict of interest, UCSF shall promptly notify the City of these facts in writing. (b) UCSF represents and warrants that it has not paid or agreed to pay any compensation, contingent or otherwise, direct or indirect, to solicit or procure this Agreement or any rights/benefits hereunder. (c) If UCSF should subcontract all or any portion of the work to be performed under this Agreement, UCSF shall include the provisions of this Section 10 in each subcontract and require its subcontractors to comply therewith. 11. CARES Act Compliance and Certification. UCSF shall submit only those expenditures eligible for payment from CARES Act funds pursuant to 42 U.S.C. 801(d) which requires that all expenditures: (1) are necessary expenditures incurred due to the public health emergency with respect to the Coronavirus Disease 2019 (COVID-19); (2) were not accounted for in the budget most recently approved as of March 27, 2020, for the State or government; and (3) were incurred during the period that begins on March 1, 2020, and ends on December 30, 2020. UCSF shall provide the City with invoices and documentation of expenditures, in a form agreed to by the parties, accompanied by a certification signed by the Controller or designee of UCSF certifying that the uses of the grant funds are consistent with 42 U.S.C. 801(d). UCSF's failure to provide a Certification may be considered a default under this Section 4 of this Agreement. 12. General Terms. (a) Title to equipment, materials and supplies procured by UCSF in the performance of the Project under this Agreement shall be vested in UCSF upon purchase. (b) Records of UCSF expenses pertaining to the Project shall be kept on a -generally recognized accounting basis and shall be available to the City or its authorized representatives upon reasonable feq.uest and during regular business hours throughout the life of this Agreement and for a period of three years after final payment or, if longer, for any period required by law. UCSF shall furthermore comply with all CARES Act funding requirements as set forth in 42`'U.S.0 801, et seq.In:addition, all books, documents, papers, and records.of UCSF pertaining to the Project shall be available for the purpose of making audits, examinations, excerpts, and transcriptions for the same period of time. If any litigation, claim, negotiations, audit, x or other action is commenced before the expiration of said time period, all records shall ALL-B 3.0(09 00 2016) Page 5 of 12 be retained and made available to the City until such action is resolved, or until the end of said time period whichever shall later occur. If UCSF should subcontract all or any portion of the services to be performed under this Agreement, UCSF shall cause each subcontractor to also comply with the requirements of this paragraph. This Section 12(b) shall survive expiration or termination of this Agreement. (c) UCSF shall submit an initial expenditure report to City within 90 days of the Effective Date and shall submit a final expenditure report within 45 days after termination of the Agreement. The expenditure report shall contain detailed information with an ongoing tracking of the specific uses and expenditures of any grant funds broken out by uses. UCSF shall also submit program reports to the City discussing program milestones, goals and testing results. Program reports shall be in a form and schedule as mutually agreed to by the parties. In addition to the expenditure and program reports, City may reasonably require supplemental reporting with written notice to UCSF. If UCSF fails to provide such documentation, City may terminate the Agreement in accordance with Section 5. 13. Nondiscrimination. To the extent required by controlling federal, state, and local law, UCSF shall not employ discriminatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran, or veteran of the Vietnam era. Subject to the foregoing and during the performance of this Agreement, UCSF agrees as follows- (a) UCSF will comply with all applicable laws and regulations providing that no person shall, on the grounds of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran, or veteran of the Vietnam era be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity made possible by or resulting from this Agreement. (b) If UCSF should subcontract all or any portion of the Project under this Agreement, UCSF shall cause each subcontractor to also comply with the requirements of this Section 13. 14. Independent Contractor. (a) In the performance of the Project, UCSF is acting solely as an independent contractor. Neither UCSF, nor any of its officers, agents, or employees shall be deemed an officer, agent, employee, joint venturer, partner, or associate of the City for any purpose. The City shall have no right to control or supervise or direct the manner or method by which UCSF shall perform its work and funotions: However, the City shall retain the right to administer this Agreement so asp to verify that-UCSF is performing its obligations in accordance with the terms and conditions thereof. (b) This Agreement does not evidence a partnership or joint venture between-UCSF and the City. UCSF shall have no authority to bind the City absent the City's express written consent. Except to the extent otherwise provided in this Agreement, °r UCSF shall bear its own costs and expenses in pursuit thereof. . ALL-B 3.0(09 00 2016) Page 6 of 12 (c) Because of its status as an independent contractor, UCSF and its officers, agents, and employees shall have absolutely no right to employment rights and benefits available to City employees. UCSF shall be solely liable and responsible for all payroll and tax withholding and for providing to, or on behalf of, its employees all employee benefits including, without limitation, health, welfare, and retirement benefits. In addition, together with its other obligations under this Agreement, UCSF shall be solely responsible, indemnify, defend and save the City harmless from all matters relating to employment and tax withholding for and payment of UCSF's employees, including, without limitation, (i) compliance with Social Security and unemployment insurance withholding, payment of workers' compensation benefits, and all other laws and regulations governing matters of employee withholding, taxes and payment; and (ii) any claim of right or interest in the City's employment benefits, entitlements, programs and/or funds offered employees of the City whether arising by reason of any common law, de facto, leased, or co-employee rights or other theory. It is acknowledged that during the term of this Agreement, UCSF may be providing services to others unrelated to the City or to this Agreement. 15. Notices. Any notice required or intended to be given to either party under the terms of this Agreement shall be in writing and shall be deemed to be duly given if delivered personally, or sent by United States registered or certified mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party's address set forth on the signature page of this Agreement or at such other address as the parties may from time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficiently served or given at the time of the mailing thereof. Except as otherwise provided by law, all notices expressly required of the City within the body of this Agreement, and not otherwise specifically provided for, shall be effective only if signed by the City Manager or designee. 16. Binding. Subject to Section 17, below, once this Agreement is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties' respective heirs, successors, assigns, transferees, agents, servants, employees, and representatives. 17. Assent. (a) This Agreement is personal to UCSF and there shall be no assignment by UCSF of its rights or obligations under this Agreement without the prior written approval of the City Manager or designee. Any attempted assignment by UCSF, its successors or assigns, shall be null and void unless approved in writing by the City Manager or designee. (b) _ QCSF hereby agrees not to assign the payment of any monies due UCSF from the City under the terms of this Agreement to any.,.other in' Oividual(s), corporation(s), or entity(ies). The City retains the right to pay any.arid all monies due the UCSF directly to the UCSF. 18. Compliance With Law. In providing the services re,.qu.ked under this Agreement, UCSF shall at all times comply with all applicable laws of the United States, including but not limited to, the Americans with Disabilities Act,(42 U.S.C. § 12101 et seq.) and the State of California, and with all applicable regulations promulgated by federal, ALL-B 3.0(09 00 2016) Page 7 of 12 state, regional, or local administrative and regulatory agencies, now in force and as they may be enacted, issued, or amended during the term of this Agreement. 19. Waiver. The waiver by either party of a breach by the other of any provision of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. No provisions of this Agreement may be waived unless in writing and signed by'all parties to this Agreement. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein. 20. Governing Law and Venue. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California. 21. Headings. The section headings in this Agreement are for convenience and reference only and shall not be construed or held in any way to explain, modify or add to the interpretation or meaning of the provisions of this Agreement. 22. Severability. The provisions of this Agreement are severable. The invalidity, or unenforceability of any one provision in this Agreement shall not affect the other provisions. 23. Interpretation. The parties acknowledge that this Agreement in its final form is the result of the combined efforts of the parties and that, should any provision of this Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Agreement in favor of or against either party, but rather by construing the terms in accordance with their generally accepted meaning. 24. Attorney's Fees. If either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of this Agreement, the prevailing party in such proceeding or action shall be entitled to recover from the other party its reasonable attorney's fees and legal expenses. 25. Exhibits. Each exhibit and attachment referenced in this Agreement is, by the reference, incorporated into and made a part of this Agreement. 26. Precedence of Documents. In the event of any conflict between the body of this Agreement and any exhibit or attachment hereto, the terms and conditions of the body of this Agreement shall control and take precedence over the terms and conditions expressed within the exhibit or attachment. Furthermore, any terms or conditions contained within any exhibit or attachment hereto which purport to modify the allocation of risk between the parties, providlad for within the body of this Agreement, shall be-null, and void. 27. Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or.in - equity. <- 28. No Third Party Beneficiaries. The rights, interests, duties, and obligations defined within this Agreement are intended for the specific parties hereto as identified in ALL-B 3.0(09 00 2016) Page 8 of 12 the preamble of this Agreement. Notwithstanding anything stated to the contrary in this Agreement, it is not intended that any rights or interests in this Agreement benefit or flow to the interest of any third parties. 29. Extent of Agreement. Each party acknowledges that they have read and fully understand the contents of this Agreement. This Agreement represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either written or oral. .This Agreement may be modified only by written instrument duly authorized and executed by both the City and UCSF. 30. Counterparts; Electronic Copies. This Agreement may be executed in any number or counterparts, each of which shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument. Delivery of an executed counterpart of this Agreement by facsimile, electronic signature, .pdf data file or other scanned executed counterpart by email shall be equally as effective as delivery of a manually executed counterpart of this Agreement. Each duplicate and counterpart shall be equally admissible in evidence, and each shall fully bind each party who has executed it. The parties to this document agree that a digital signature or copy of the original signature may be used for any and all purposes for which the original signature may have been used. The parties agree they will have no rights to challenge the use or authenticity of this document based solely on the absence of an original signature. [SIGNATURES FOLLOW ON NEXT PAGE] ALL-B 3 0(09 00 2016) Page 9 of 12 IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, on the day and year first above written. CITY OF FRESNO, The Regents of the University of A California municipal corporation California, on behalf of its San Francisco campus at Fresno By' 7/29/2020 Wilma Quan Date �F]oc uSignaq by: City Manager, City of Fresno By: I Jet.,,Jot." �_❑2F�2s14= WES. Name: jean ]ones APPROVED AS TO FORM: senior Associate Director DOUGLAS T. SLOAN Title: UCSF Office of Sponsored Research City Attorney By. Read and Understood: Tracy N. Parvanian Date Ncusigned by. Senior Deputy City Attorney By: I PutyloL, ht _ 860047Aca42 s. 7/2 9/2 0 2 0 ATTEST: Name: Michael W. Peterson, MD YVONNE SPENCE, CRM MMC Title: Associate Dean, UCSF Fresno City Clerk By: Date Deputy Addresses: UCSF FRESNO: CITY: Attention: Director City of Fresno UCSF Office of Sponsored Research Attention: Wilma Quan 3333 California St., Suite 315 City Manager San Francisco, CA 94143 2600 Fresno Street Fresno, CA 93721 Phone: (559) 621-7000 FAX: (559) 621-7990 Attachments: 1. Exhibit A- Scope of Services 2. Exhibit B — Budget 3. Exhibit C - Insurance Requirements ALL-B 3.0(09 00 2016) Page 10 of 12 IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, on the day and year first above written. CITY OF FRESNO, The Regents of the University of A California municipal corporation California, on behalf of its San Francisco campus at Fresno By: ��°as W' a Qua ' D to sty Manager, City of Fresno By: Name: APPROVED AS TO FORM- DOUGLAS T. SLOAN Title: UCSF Office of Sponsored Research City Attorney B L — Read and Understood: Tracy N P rvanian Date Senior Wuty City Attorney By: ATTEST: -C Name: Michael W. Peterson, MD YVONNE SPENCE, CRM MMC Title: Associate Dean, UCSF Fresno City Clerk By: �'v,•, 7 3D DZD 01 Date Deputy Addresses: UCSF FRESNO.- CITY: Attention: Director City of Fresno UCSF Office of Sponsored Research Attention: Wilma Quan 3333 California St., Suite 315 City Manager San Francisco, CA 94143 2600 Fresno Street Fresno, CA 93721 Phone: (559) 621-7000 FAX: (559) 621-7990 Attachments: 1. Exhibit A - Scope of Services 2. Exhibit B — Budget 3. Exhibit C - Insurance Requirements ALL-B 3.0(09 00 2016) Page 10 of 12 EXHIBIT A SCOPE OF SERVICES Grant Agreement between City of Fresno UCSF MOBILE Heal PROJECT Scope of Work The Mobile Heal- Project will be implemented in the following three phases: PHASE 1 (First 30 daVs) 1. Develop community relationships with neighborhood organizations, churches, schools and community leaders, both elected and unelected to help carry the message to the citizens of the neighborhoods. 2. Purchase two vans equipped with test and supplies, which can be utilized to initiate the first testing sites. 3. Order two larger RV's to be designed to provide mobile clinic facilities for phase thee. 4. Purchase point-of-care testing equipment. 5. Finalize a contract with UCSF Chan Zuckerberg Biohub to run SARS COV-2 per testing. 6. Establish a fixed based of operations for staff by leasing existing space in the city. 7. Hire the initial medical director, the administrative director, and medical assistants. We will search for bilingual candidates to facilitate addressing language issues. 8. Train personnel in collecting samples for per. 9. Develop screening questionnaires and consent in at least three languages (English, Spanish and Hmong). 10. Obtain sufficient PPE and test supplies to initiate the testing. 11. Develop strategic partnerships with existing projects testing farm workers through Fresno State and UC Berkeley PHASE 2 (Days 31-90) 1. Initiate at least one and possibly two mobile testing sites that can operate 5 days per week. 2. 'Work out the logistics of testing in this environment. 3. Set up telehealth capability 4. Develop a strategic relationship with federally qualified health centers in Fresno to link to symptomatic patients to provide care 5. Hire or contract for social workers to assist positive patients as needed for social support 6. After 30 days, use LEM,PDSA (Plan Do Study Adapt) to evaluate and improve the processes 7. Train contact tracers to use the developing software in collaboration with other testing sites for contact tracing' PHASE 3 (through_ December 15, 2020, unless additional funding is received) ALL-B 3 0(09 00 2016) Page 11 of 12 1. Launch the two mobile RV clinics to expand capacity for screening and clinical services 2. Repurpose one of the vans used in phase 2 to serve as a supply van for the other three vehicles serving as mobile sites 3. Expand services to seven days per week depending on our ability to add staff and maintain sufficient PPE and testing supplies 4. Phase 3 will continue so long as we have the resources and the need within the community. I ALL-B 3.0(09 00 2016) Page 12 of 12 EXHIBIT B BUDGET Grant Agreement between City of Fresno and UCSF MOBILE HeaL PROJECT Phase 1 Phase 2 Phase 3 Personnel June July August Sept Oct November December Total Key ParwnnaI•Sato &BenaTits Medical Director $34,212.50 $34,212.50 $34,212.50 $34,212 50 $34,212-50 $34,212.50 $34,212-50 $239.487,60 RN Manager $17,921.83 $17,921-83 $17,921.83 $17,921.83 $17,921.83 $17,921.83 $17,921-83 $125,452.83 RN#2 $13,946.80 $13,94Q80 $13,946.80 $13,946.80 $13,946.80 $13,94180 $13,946-80 $97,627.60 RN#3 $13,946.80 $13,946,80 $13,946.80 $13,946.80 $13,946.80 $13,946.80 $13,946-80 $97,627.60 RN#4 $13,946.80 $13,946.80 $13,946.80 $13,941180 $13,946.80 $13,946.80 $13,946-80 S97,627,60 Manager $14,650,00 $14,65000 $14,650.00 $14,65Q00 $14,650.00 $14,650.00 $14,650.00 $102,650.00 Health Professions Admin-Commun $7.325.00 $7,325,00 $7,325.00 $7,325.00 $7,325.00 $7,325.00 $7,325.00 $51,275.00 Health Professions Admin-Operatioi $7,325.00 $7.325,00 $7,325,00 $7,325.00 $7,325.00 $7,32a00 $7,325.00 $51,276,00 AdminAssistant $6.104,17 $6,104.17 $6,104.17 $6,104.17 $6,104.17 $6,104.17 $6,104.17 $42,729.17 Medical Assistant#1 $5,230.75 $5,230,75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $36,61S.27 MedicalAssis tan l#2 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 S36,615.27 Medical Assislanl#3 $5,230.75 $5,230.75 $5,23Q75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $36,615.27 Medical Assistant#4 $5,230.75 $5,230.75 $5,23Q75 $5,230.75 $5,230.75 $5,230.75 $5,230-75 $36,615.27 Medical Assistant#5 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230-75 $36.615.27 Medical Assistant#6 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $6,230.75 $5,230.75 $5,230-75 $36,615.27 Medical Assistant#7 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $36,615.27 Medical Assistant#8 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 S36,615.27 Contact Tracer/Trainer/Educator $6,037.02 $6,037.02 $6,037.02 $6,037.02 $6,037.02 $6,037.02 $6,037.02 $42,259.16 Social worker#1 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $62,954.17 Social worker#2 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $52,984.17 Social worker#3 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,5%17 $7,569.17 $7,569.17 $52,984.17 Soctal worker#4 $7,569.17 $7,569.17 $7,569.17 $7,569.17 $7,569,17 $7,569.17 $7,569.17 $52,904.17 P(mciNslmtdetels 3.OA,0 FTE $25,285.71 $25,285.71 $25,285.71 $25,285.71 $25,285.71 $25,285.71 $25,285.71 Si",000.00 Resident Moonlighting Coeerage $31,114.29 $31,114.29 $31,114.29 $31,114.29 $31,114.29 $31,114.29 $31,114.29 W7,800,00 Dri%e0setup#1 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $36,616.27 DnwrlSetup#2 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $5,230.75 $36,616.27 DoverlSetup#3 $5,230.75 $5,230.75 $5,230.75 $5,230-75 $5,230.75 $5,230.75 $5,23Q75 $36,61S.27 DnwrlSetup#4 $5,230.75 $5,230 75 $5,230.75 $5,230 75 $5,230.75 $5,230 75 $5,230.75 $36,616.27 IT Support Staff $9,766.67 $9-76667 $9,766.67 $9.76667 $9,766.67 $'9,766.67 $9,766.67 $68,366.67 PERSONNFLTOTAL VU.628-29 S294,62A.28 ;294,62d.29 $294,628.29 UK620.29 S294,628.29 5294,BZ&29 SZ0_02,398-06 Ca p1W Ex pense Unit#137' $300,00000 $0.00 $0.00 30.00 $0.00 $a00 $0.00 $30o,000.00 Unit#237' $300,OOQ 00 $Q00 $0.00 $0.00 $0.00 $0.00 $0.00 $300,000.00 Support Vehicle#1 Supply Van $70,000.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $70.000,00 Support Vehicle#2 Supply Van $70,000.00 $0.00 $Q00 $Q00 $0.00 $0.00 $0.00 S70,000.00 Facilities Equipment $5,714.29 $5,714.29 $5,714,29 $5,714.29 $5,71429 $5,714.29 $5,714.29 S40,000.00 Lab equipment $50,000.00 $50,000,00 $10,00000 $10,00000 $10.00000 $10,000.00 $10,000.00 S150,000.00 CarnmuNcalion9lEam ate $10 714.29 $10.714-29 $10.714 29 $10.714 29 $1 J,714 z9 S10 714.29 $10 714.21 $76,000,00 To1s1 $806,428.67 566,428.67 $28,428,67 $26,428,67 $26,426.67 i�8.4..2a.67 SZfgr♦2a.67 $1,006,000.00 Canwmahlos Clink Supplies/PPE $10,000.00 $10,000.00 $10,000.00 $10,000.00 $10,000.00 $10,000,00 $10,000.00 $70,000.60 Telling Numbers-daily - 30 40 70 90 120 150 500 Testing Total-monthly - 900 1,200 2,100 2,700 3,600 4,500 15,000 Testing Costs-Assume$80/test $0.00 $72,000.00 $96,000.00 $168,000,00 $216,000.00 $268,000.00 $360,000.00 $1,200,000.00 SMpping-testing $5,000,00 $5,000.00 $5,000.00 $5,001100 $5,000.00 $5,OOQ00 $5,000.00 $35.000.40 Office Supplies $833,33 $833.33 $833.33 $633.33 $833,33 $833.33 $833.33 $5,033.33 MWeriels Management/Biohazard Du KOO $501100 $1,000.00 $1,000.00 $1,00Q00 $1,000.00 $1,000,00 $5,500.00 Fuel $3,750,00 $3,750.00 $3,750.00 $3,750.00 $3,75Q00 $3,750.00 $3,750-00 S26,260.00 Insurance $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,00000 536,000.00 Maintenance Contract $2.003.33 $2,083.33 S2.083.33 E2 083.33 S21183.33 $$083,33 $'L 683 33 $14,583.31 Total f{$28,0&67 $99,156.67 $14666.$7 $195,666.67 $?RS,66&67 5316,6fid $387.606.67 $1,392,186.67 Other Dimck Costs Rent/Utilities $6,928,57 $6,928.57 $6,926.57 $6,92857 $6,928.57 $6,928.57 $6,928-57 $48,500.00 UCSF Network Costs $732.60 $732.60 $732,60 $732.60 $732.60 $732.60 $73260 $5,128.20 GAEL - $1,349..00 $786,92 $786.92 $78Q92 $786.92 $786.92 $78692 $6,070.5 CCDSS $2,112.50 $2,112.50 $2,112.50 $2,112.50 $2,112,50 $2,112.50 $2,11250 $14,787.5 HR Fees $11629.08 $1,629.08 $1,629.08 $1,629.08 $1,629.08 $1,629.08 $1,629.08 $11,403.58 Total $12.751.751 $12,189.671 $12,189.671 $12,189.67J S12,189.671 $12,189.671 $12,189.67J $85 889.78 Total Direct Costs 1 11 140 475.29 S472,113.2111 MW00,20t. S628 913,20 157 91J:20 913,2D 613.20 9"454.60 UCSF Required Indirect-10% $114,047.53 $47,241 32 $45,691.32 $52,891.32 $57,691 32 584,891.32 $72,091.37 $454,548..60 Tots I Cost $1.264,522.811 $519,654.621 $602,604.521 S581.804.521 $634,604.621 $713.804.621 S793.004.57 S5.000.000.00 $2,276,781.66 $1;216,4".04 51,606 a1y9;[f8 $5.000.000 00 ALL-B 3.0(09 00 2016) Page 1 of 1 EXHIBIT C INSURANCE REQUIREMENTS Grant Agreement between City of Fresno and UCSF MOBILE HeaL PROJECT (a) Throughout the life of this Agreement, UCSF shall pay for and maintain in full force and effect all insurance as required herein with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated no less than "A-VII" in the Best's Insurance Rating Guide, or (ii) as may be authorized in writing by CITY'S Risk Manager or designee at any time and in his/her sole discretion. If the UCSF is self-insured, the following requirements will outline the responsibility of the self-insured coverage. The required policies of insurance as stated herein shall maintain limits of liability of not less than those amounts stated therein. However, the insurance limits available to CITY and STATE and each of their officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the named insured. (b) If at any time during the life of the Agreement or any extension, UCSF fails to maintain any required insurance in full force and effect, all services and work under this Agreement shall be discontinued immediately, and all payments due or that become due to UCSF shall be withheld until notice is received by CITY that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to CITY. Any failure to maintain the required insurance shall be sufficient cause for CITY to terminate this Agreement. No action taken by CITY pursuant to this section shall in any way relieve UCSF of its responsibilities under this Agreement. The phrase "fail to maintain any required insurance" shall include, without limitation, notification received by CITY that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent. (c) The fact that insurance is obtained by UCSF shall not be deemed to release or diminish the liability of UCSF, including, without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify CITY and STATE by UCSF shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by UCSF. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of UCSF, vendors, suppliers, invitees, consultants, medical professionals, subcontractors, consultants, or anyone employed directly or indirectly by any of them. MINIMUM LIMITS OF INSURANCE UCSF shall self-insure for the duration of the contract insurance with limits of liability not: less than those set forth below.,,However, insurance limits available to CITY and STATE and each of their officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured: 1. Professional Medical Liability Insurance with self-insured retention of five million dollars ($5,000,000) per occurrence, with a general aggregate of ten million dollars ($10,000,000). If such insurance is written on a claims-made form, it shall continue for five years following termination of this Agreement. The insurance shall have a retroactive date prior to or coinciding with the effective date of this Agreement and a deductible of no more than five hundred thousand dollars ($500,000). In the event that a claims-made policy is canceled or non-renewed, then University shall obtain extended reporting (tail) coverage for the remainder of the five (5) year period. 2. Comprehensive or Commercial Form General Liability Insurance (contractual liability included) with a limit of two and a half million dollars ($2,5000,000) per occurrence. If such insurance is written on a claims-made form, it shall continue for five years following termination of this Agreement. The insurance shall have a retroactive date prior to or coinciding with the effective date of this Agreement. 3. Worker's Compensation Liability Insurance with self-insured retention in amounts required by the State of California. DEDUCTIBLES AND SELF-INSURED RETENTIONS UCSF shall be responsible for payment of any deductibles contained in any insurance policy(ies) required herein and UCSF shall also be responsible for payment of any self- insured retentions. Any self-insured retentions must be declared on the Certificate of Insurance, and approved by, the CITY'S Risk Manager or designee. At the option of the CITY'S Risk Manager or designee, either- (i) The insurer shall reduce or eliminate such self-insured retentions as respects CITY and STATE or any of their officers, officials, employees, agents and volunteers; or (ii) UCSF shall provide a financial guarantee, satisfactory to CITY'S Risk Manager or designee, guaranteeing payment of losses and related investigations, claim administration and defense expenses. At no time shall CITY be responsible for the payment of any deductibles or self-insured retentions. OTHER INSURANCE PROVISIONS/ENDORSEMENTS (i) All-policies ofirisurance required herein shall provide that the coverage shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty calendar days' written notice has been given to CITY, except ten days for nonpayment of premium. UCSF is also responsible for providing written notice to the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits, UCSF shall furnish CITY with a new certificate for such policy(ies). In the event any policy is due to expire-,during the work to be performed for CITY, UCSF shall provide a new certificate Pag.p.2 Qf4;; evidencing renewal of such policy not less than fifteen calendar days prior to the expiration date of the expiring policy. (ii) The Commercial General insurance policy shall be written on an occurrence form. (iii) The Commercial,General insurance policy shall name CITY and STATE and each of their officers, officials, agents, employees and volunteers as an additional insured. UCSF shall establish additional insured status for the CITY and STATE for all ongoing and completed operations. (iv) The Commercial General insurance shall contain that the UCSF'S insurance shall be primary to and require no contribution from the CITY or STATE. The Commercial General Liability policy is required to include primary and non-contributory coverage in favor of the CITY and STATE for both the ongoing and completed operations coverage. These coverages shall contain no special limitations on the scope of protection afforded to CITY and STATE and each of their officers, officials, employees, agents and volunteers. If UCSF maintains higher limits of liability than the minimums shown above, CITY and STATE requires and shall be entitled to coverage for the higher limits of liability maintained by UCSF. (v) Should any of these policies provide that the defense costs are paid within the Limits of Liability, thereby reducing the available limits by defense costs, then the requirement for the Limits of Liability of these polices will be twice the above stated limits. (vi) For any claims related to this Agreement, UCSF'S insurance coverage shall be primary insurance with respect to the CITY and STATE and each of their officers, officials, agents, employees and volunteers. Any insurance or self- insurance maintained by the CITY and STATE and each of their officers, officials, agents, employees and volunteers shall be excess of the UCSF'S insurance and shall not contribute with it. (vii) The Workers' Compensation insurance policy shall contain a waiver of subrogation as to CITY and STATE and each of their officers, officials, agents, employees and volunteers. (viii) The Commercial General insurance policy shall contain a waiver of subrogation as to CITY and STATE and each of their officers, officials, agents, employees and volunteers. If the Professional Medical Liability Policy is written on a claims--made form: I. Page 3 of 4 1. The retroactive date must be shown, and must be before the effective date of the Agreement or the commencement of work by UCSF. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement work or termination of the Agreement, whichever occurs first, or, in the alternative, the policy shall be endorsed to provide not less than a five (5) year discovery period. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the effective date of the Agreement or the commencement of work by UCSF, UCSF must purchase "extended reporting" coverage for a minimum of five (5) years completion of the Agreement work or termination of the Agreement, whichever occurs first. 4. A copy of the claims reporting requirements must be submitted to CITY for review. 5. These requirements shall survive expiration or termination of the Agreement. PROVIDING OF DOCUMENTS - UCSF shall furnish CITY with all certificate(s) effecting coverage required herein. All certificates are to be received by CITY's Risk Manager within a reasonable time after execution of this agreement. This requirement shall survive expiration or termination of this Agreement. All subcontractors working under the direction of UCSF shall also be required to provide all documents noted herein. SUBCONTRACTORS- If UCSF subcontracts any or all of the services to be performed under this Agreement, UCSF shall be solely responsible for ensuring that its subcontractors maintain insurance coverage at levels no less than those required by applicable law and is customary in the relevant industry and shall indemnify CITY and STATE if failure to comply with this provision results in damages to the CITY or the UCSF. Page 4 of 4