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HomeMy WebLinkAbout20130487.tiffRESOLUTION RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES AND AUTHORIZE CHAIR TO SIGN - LANGUAGE LINE SERVICES, INC. DBA LANGUAGELINE SOLUTIONS WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with an Agreement for Professional Services between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Language Line Services, Inc. dba LanguageLine Solutions, commencing March 1, 2013, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Agreement for Professional Services between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Language Line Services, Inc. dba LanguageLine Solutions be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 20th day of February, A.D., 2013. BOARD OFQC59NTY COMMISSIONERS WELD C T COLORADO ATTEST: William F. Garcia, Chair Weld County Clerk to the Board AP,r4 XCUSED Mike Freeman County Attorney 41."1 /lam FEB 2 6 2013 Date of signature: Barbara Kirkmeyer 1 niU 04- `,, 31s ht rin t CFt66abc') 2013-0487 1s BC0044 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT is made this 1s` day of March 2013, by and between Language Line Services, Inc. (d.b.a. LanguageLine Solutions), whose address is One Lower Ragsdale Drive, Building Two, Monterey, CA, 93940, hereinafter referred to as "Contractor," and the County of Weld, a body corporate and politic of the State of Colorado, by and through its Board of County Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631, hereinafter referred to as "County." WHEREAS, County desires to retain Contractor as an independent contractor to perform services as more particularly set forth below; and WHEREAS, Contractor has the time available to timely perform the services, and is willing to perform the services according to the terms of this Agreement. NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Engagement of Contractor. County hereby retains Contractor, and Contractor hereby accepts engagement by County upon the terms and conditions set forth in this Agreement. 2. Term. The term of this Agreement shall be from the date of execution, and shall be automatically renewable annually. 3. Services to be Performed. Contractor agrees to perform the Services listed or referred to in Exhibit A, "Scope of Work", attached hereto and incorporated herein. 4. Compensation. a. County agrees to pay Contractor for services performed as set forth on Exhibit A at the rates as set forth in Exhibit B, Interpreter Services Usage Charges. Charges shall be based on the time actually spent performing the services, but shall exclude travel time. b. Mileage may not (circle one) be charged to and from any required job site. Contractor shall not be paid any other expenses unless set forth in this Agreement. c. Payment to Contractor will be made only upon presentation of a proper claim by Contractor, itemizing services performed. 5. Additional Work. In the event the County shall require changes in the scope, character, or complexity of the work to be performed, and said changes cause an increase or decrease in the time required or the costs to the Contractor for performance, an equitable adjustment in fees and completion time shall be negotiated between the parties and this 1 ZLLL`t\-1 Agreement shall be modified accordingly by a supplemental Agreement. Any claims by the Contractor for adjustment hereunder must be made in writing prior to performance of any work covered in the anticipated supplemental Agreement. Any change in work made without such prior supplemental Agreement shall be deemed covered in the compensation and time provisions of this Agreement. 6. Independent Contractor. Contractor shall perform its duties hereunder as an independent contractor and not as an employee. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Neither Contractor nor any agent or employee of Contractor shall be deemed to be an agent or employee of County. Contractor and its employees and agents are not entitled to unemployment insurance or workers' compensation benefits through County and County shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. Unemployment insurance benefits will be available to Contractor and its employees and agents only if such coverage is made available by Contractor or a third party. Contractor shall pay when due all applicable employment taxes and income taxes and local head taxes (if applicable) incurred pursuant to this Agreement. Contractor shall not have authorization, express or implied, to bind County to any agreement, liability or understanding, except as expressly set forth in this Agreement. Contractor shall have the following responsibilities with regard to workers' compensation and unemployment compensation insurance matters: (a) provide and keep in force workers' compensation and unemployment compensation insurance in the amounts required by law and (b) provide proof thereof when requested to do so by County. 7. Warranty. Contractor warrants that services performed under this Agreement will be performed in a manner consistent with the professional standards governing such services and the provisions of this Agreement. 8. Reports County Property. All reports, test results and all other tangible materials produced in connection with the performance of this Agreement, whether or not such materials are in completed form, shall at all times be considered the property of the County. Contractor shall not make use of such material for purposes other than in connection with this Agreement without prior written approval of County. 9. Acceptance of Product not a Waiver. Upon completion of the work, Contractor shall submit to County originals of all test results, reports, etc., generated during completion of this work. Acceptance by County of reports and incidental material furnished under this Agreement shall not in any way relieve Contractor of responsibility for the quality and accuracy of the work. Acceptance by the County of, or payment for, any services performed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 10. Insurance and Indemnification. Contractor shall defend and indemnify County, its officers and agents, from and against loss or liability arising from Contractor's acts, errors or omissions in seeking to perform its obligations under this Agreement. Contractor shall provide 2 necessary workers' compensation insurance at Contractor's own cost and expense. 11. Termination. Either party may terminate this Agreement at any time by providing the other party with a 10 day written notice thereof. Furthermore, this Agreement may be terminated at any time without notice upon a material breach of the terms of the Agreement. In the event of an early termination, Contractor shall be paid for work performed up to the time of notice and County shall be entitled the use of all material generated pursuant to this Agreement. 12. Non -Assignment. Contractor may not assign or transfer this Agreement, any interest therein or claim thereunder, without the prior written approval of County. Contractor's use of independent contractors for providing some of the services does not require prior approval. 13. Access to Records. County shall have access to Contractor's financial records as they relate to this Agreement for purposes of audit. Such records shall be complete and available for audit 90 days after final payment hereunder and shall be retained and available for audit purposes for at least five years after final payment hereunder. 14. Time of Essence. Time is of the essence in each and all of the provisions of this Agreement. 15. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 16. Notices. Any notice required to be given under this Agreement shall be in writing and shall be mailed or delivered to the other party at that party's address as stated above. 17. Compliance With Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 18. Non -Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other contractors or persons to perform services of the same or similar nature. 19. Certification. Contractor certifies that Contractor is not an illegal immigrant, and further, Contractor represents, warrants, and agrees that it has verified that Contractor does not employ any illegal aliens. If it is discovered that Contractor is an illegal immigrant, employs illegal aliens or subcontracts with illegal aliens, County can terminate this Agreement and Contractor may be held liable for damages. 20. Entire Agreement/Modifications. This Agreement contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This 3 instrument supersedes all prior negotiation, representation, and understanding or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 21. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. By execution of this Agreement, County does not warrant that funds will be available to fund this Agreement beyond the current fiscal year. 22. No Conflict. No employee of Contractor nor any member of Contractor's family shall serve on a County Board, committee or hold any such position which either by rule, practice or action nominates, recommends, supervises Contractor's operations, or authorizes funding to Contractor. 23. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 24. Governmental Immunity. No term or condition of this contract shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 25. No Third Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 26. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee. 27. Choice of Law. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void 28. Public Contracts for Services. C.R.S. 48-17.5-101. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this contract and will confirm the employment eligibility of all employees who are 4 newly hired for employment in the United States to perform work under this Agreement, through participation in the E -Verify program of the Department program established pursuant to C.R.S. §8-17.5-102(5)(c). Contractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or enter into a contract with a subcontractor that fails to certify with Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor (a) shall not use E -Verify Program or Department program procedures to undertake pre -employment screening or job applicants while this Agreement is being performed, (b) shall notify the subcontractor and Weld County within three (3) days that Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien and (c) shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three (3) days of receiving notice, and (d) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor participates in the Department program, Contractor shall deliver to County, a written notarized affirmation that it has examined the legal work status of such employee, and shall comply with all of the other requirements of the Department program. If Contractor fails to comply with any requirement of this provision or of C.R.S. §8-17.5-101 et seq., County, may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for damages. 29. Employee Financial Interest/Conflict of Interest. C.R.S. CA24-18-201 et seq. and 424-50-507. The signatories to this Agreement aver that to their knowledge, no employee of County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. Contractor has no interest and shall not acquire any interest direct or indirect, which would in any manner or degree with the performance of Contractor's services and Contractor shall not employ any person having such known interests. During the term of this Agreement, Contractor shall not engage in any in any business or personal activities or practices or maintain any relationships which actually conflict with or in any way appear to conflict with the full performance of its obligations under this Agreement. Failure by Contractor to ensure compliance with this provision may result, in County's sole discretion, in immediate termination of this Agreement. 30. Attorneys Fees/Legal Costs. In the event of a dispute between County and Contractor, concerning this Agreement, the parties agree that each party shall be responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 5 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date and year written below. CONTRACTOR: By: Title: Michael F. Schmidt, CFO ATTEST: Weld County Clerk to the Board BY: Deputy Cle W to the Board BOARD OF COUNTY COMMISSIONERS WELD COUNT\', COLORADO William F. Garcia, Chair 2 0 2013 6 Exhibit A, Scope of Work Language Line Solutions Providing Professional and Confidential On -Demand Over the Phone Interpreter Services Scope of Work for: Weld County Colorado Rick Cummings Strategic Account Executive LanguageLino Solutions Phone: (831)648-5529 E-mail: rcumminos(o).lanquageline.com Language Line Solutions One lower Ragsdale Drive, Building Two Monterey, CA 93940 Language Line Solutions (formerly Language Line Services) Scope of work for Over the Phone Interpretation for Weld County, Colorado. Our primary service for this contract is providing on demand Over the Phone Interpretation (OPI) via toll free numbers for all agencies that wish to access our system. This service is available 24/7/365. Once the assigned toll free number is dialed a greeting - welcome to Language Line is heard and a machine prompt or live answer requests a 6 digit Client ID (CID). Multiple CIDs can be supplied to segment user groups and to allow for separate billing and budgetary needs as defined by Weld County. Separate toll free numbers are used for emergency services. Skill set assignment is done by the type of interpretation done by each user group. Language Line Solutions trains our interpreters in Court Terminology, Health Care Terminology and provides special training for handling 911 and other emergency calls. We employ and therefore can schedule our interpreters at night and on weekends to cover for emergency services. We are Unique in this ability to schedule as our competitors use contractors who cannot be scheduled and usually want to work in the daytime. This is why we have the vast majority of first responder accounts in the US. After CID is entered a prompt to press One for Spanish to got SPA and Two for all other languages leads to a voice recognition program that captures and confirms what language an interpreter is needed for. Live agents back up this system in the even of user error or difficulty. Addition numeric information can be prompted for after CID at customer discretion. This information must be numeric and able to be entered via telephone keypad. Once the interpreter comes on the line they identify themselves via a unique numeric identifier which can be captured for compliance and other purposes. Calls are billed by the minute of interpreter time used per our Attachment A. This information will be collected daily and reported every month along with the other information that has been gathered to track call data (i.e. Language Line Services Client ID, call date, time, language, interpreter #, duration, billing charge Service is available to Weld County 24 hours a day, 7 days a week, 365 days a year. Weld County can rely on Language Line Services to ensure that critical information, communications are supported and that we have fully redundant systems at all levels of operation to provide customers with dependable, 24 / 7 / 365 access to interpretation services. Access to interpretation services is supported in two key ways: 1) through a Business Continuity Plan that includes fully redundant telecommunications infrastructure, providing access to interpreters; and 2) Volume Surge staffing possible through our employee -based interpreter staffing model. BUSINESS CONTINUITY Language Line Services provides fully redundant systems at all levels of operation to provide customers with dependable, 24 / 7 / 365 interpretation services. Our primary operational center is located in Monterey, California, and we operate another fully redundant center in the Chicago area. We duplicate all components critical for delivering telephone interpretation —including fiber access facilities, optical and T3/TI multiplexers, PBX architecture, IVR platforms, CTI and Sun/Oracle databases —at both sites. In total, Language Line Services has currently has over 400 T-1 lines capable of supporting 2,000 simultaneous calls. During normal operation, the workload is managed through the Monterey center. In the event of an equipment malfunction or catastrophic event at the primary center, calls are automatically routed to the alternate location. This system provides customers with full telecommunications and database redundancy. The business continuity plan outlining this process is thoroughly documented and tested regularly, to ensure personnel are prepared to act in the event of an emergency. Language Line Services California and Illinois Call Center infrastructures feature separate, redundant resources. Either facility is independently capable of supporting 100% of the Language Line Services service delivery requirements. Core components of the California and Illinois operational sites include the following: AT&T and SBC provide voice and data connectivity via OC-3, T45 and TI interfaces. T45 services are terminated within Adtran Multiplexers featuring redundant power and CPU. Inbound Voice Services are controlled in real time at the network level via AT&T's Routelt application. Call Center services are provided by an Avaya Communication Manager (ACM) environment in Enterprise ESS mode. This design of Avaya's flagship product features redundant communications servers and power supplies in California and Illinois. Nearly 400 separate DSl interfaces provide connectivity to external (PSTN - Public Switched Telephone Network) and internal (Global Centers, IVR, etc.) resources. Multiple Avaya Voice Portal and Conversant platforms are used for IVR services. In typical operation, at least two IVRs are in production mode with a third available for standby. Redundant Avaya AES servers supply Computer Telephony services. VOLUME SURGE STAFFING Language Line Services is an on -demand language service provider with services available 24/7/365. Our interpreters are scheduled to meet the demand of our customers. Any inbound call is matched with the next available interpreter with the required skill set. We plan and prepare for the unexpected, whether facing natural disasters or human events resulting in the need for increased interpreter resources, Language Line Services is there as your dependable partner. Our Interpreter Response Center (IRC) forecasts and schedules at 6 -week intervals. They base scheduling plans on historic business trends and projections in customer demand. Because interpreter demand constantly ebbs and flows, we routinely review our long- range staffing forecasts and make real-time adjustments in 15 -minute increments. To meet this dynamic challenge we rely on Avaya Enterprise Real-T3ime CMS System and a proprietary Service Alarm platform we developed to signal our staff whenever a critical variance is detected between our schedule and interpreter demand. Together, these cutting -edge tools keep interpreter supply and demand in near perfect alignment to maintain service levels and interpreter availability for our customers. Customers receive professional and polite service from personnel with positive attitudes. To enable us to do an outstanding job for both your internal and external customers we hire the best interpreters then we require ongoing training, carefully monitor performance and retrain if and when necessary to ensure a consistent professional customer experience. Our Interpreter Code of Ethics guides standards of professionalism for our interpreters and is reinforced annually. Should a serious transgression occur, whether it's a violation of company policy, of federal or state law, or a breach of confidentiality or security, the employee is terminated on the spot and system access is immediately denied. A serious event would be a violation of the code of conduct, such as extremely unprofessional behavior or a violation of confidentiality. Because our reporting system assign owners to each issue as soon as the issue is logged in, immediate action could range from minutes to a few hours during the course of normal working hours. The Language Line Service quality process incorporates customer feedback, that is used to help manage the interpreter team and which is an integral part of adapting to customer demands. The Voice of the Customer (VOC) program is the cornerstone of our quality customer service program. This system enables clients to report a specific interpretation incident or session, identify the concern or issue. Our "Voice of the Customer" or "VOC" program was created in 1993 and was developed to make it easier for customers to share their experiences, both commendations and areas for improvement. All customer commendations and concerns are logged and requests for callbacks or credits to customers, and are responded to within 48 hours. An electronic copy of the comment is simultaneously forwarded to each department with a role in solving the specific concern. This enables Language Line Services to provide customers timely and satisfactory resolutions while providing input into our associate training programs. Having a professionally trained interpreter ready is a result of our employee staffing model, 24/7 business continuity, and the only paid week-long training program in the industry. Language Line Services is ready and able to handle spikes in call volume created by unanticipated events. Additionally, the Interpreter Training Department works closely with the Quality Assurance Department to identify training needs and develop training programs at a higher level. Many Senior Language Specialists are also trainers, who can train the interpreters on their teams. Observation information is also frequently taken into consideration in interpreter communications, e.g., the monthly interpreter newsletter covers issues and challenges identified through monitoring, without using real client or interpreter names for confidentiality. Exhibit B, Interpreter Services Usage Charges 1 CUSTOMER NUMBER 2258 CUSTOMER NAME: (Parent compeny):State of Colorado Agencies_ CLIENT (affiliate) NAME: Weld County Enterprise Contract: Yes El INITIAL TERM: 1 Year(s) ENROLLMENT & SETUP PACKAGES: o One time set up charge for each client identification number, which includes a detailed monthly electronic statement $275(Walved) o Each subsequent client identification number with corresponding statement $125(waived) PER MINUTE USAGE CHARGES/RATES: o Price per minute for Language Line Services is based on the language requested and time of day. TIERS LANGUAGES PEAK' NON -PEAK" Tier 1 Spanish $.82 $.82 Tier 2 Chinese (Mandarin and Cantonese), French Japanese, Polish, Russian, Vietnamese $.82 $.82 Tier 3 Armenian, Cambodian, German, Haitian Creole, Italian, Korean, Portuguese $.82 $.82 Tier 4 Farsi, Tagalog, Thai, Urdu and all other languages. $.82 $.82 • Peak = 5 a.m. - 5 p.m. Monday — Friday • • Non -Peak = 5 p.m. - 5 a.m. Monday - Friday, weekends, and holidays (New Years Day, Presidents Day, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas). • There is no charge for standard toll -free access to Language Line Services. • Per minute rates do not include international calls. Minimum Charge . . LLS will bill a monthly minimum charge of $100 per client identification number (Waived) Platform access $.25 per call (Waived) FCC SURCHARGE AND FEES: Fees to third party telecommunications service providers that LLS has or will pay to these third parties: surcharges, fees, taxes, payments to the Universal Service Administrative Company (USAC). FINANCE CHARGE: Applied to any past due balances. Interest will accrue from the date on which payment is due at a rate equal to the lesser of 1.5% per month or the maximum rate permitted by applicable law. PLEASE NOTE: This document is the sole document that reflects pricing for your account This document must be signed by an authorized representative from your company. Pricing is only final upon a signature by an authorized officer of Language Line Services. Pricing changes will be made on next full monthly biting cycle. 02012 Language Line Services -05 16 2012 (CONFIDENTIAL I One Lover Ragsdale Drive. Bldg 2 • Monterey. CA 93900' wart la guerpline.mm Page 1 of Languogeli+e Attachment Al Interpreter Services Usage Charges and Available Options Available Options (Select one or more options below by checking the "o") BILLING OPTIONS: o Electronic Bill FREE o Hierarchical Bill / Month $30/month o Custom billing fee (per invoice, per month) $30/invoice/month o Historical Invoices over 90 days (per monthly invoice requested) $30/invoice/month(Free) o Paper Bill $10.00 CUSTOM REPORTING OPTIONS: o Custom Report Setup (per hour) $250/hour o Custom report maintenance $30/month SERVICE OPTIONS: o Custom 800 line maintenance (Standard toll free numbers provided at no charge) $30/month o Custom 800 line setup (not required for Standard toll free access) $150 o Custom greeting maintenance (Standard greeting no charge) $30/month o Custom Greetings setup (Standard greeting no charge) $50 o Custom recording for redirection of old/abandoned number - Setup $50 o Custom recording for redirection of old/abandoned number $10/month o Long distance dial out charge: Applied per dial out (in addition to per minute charges) $5 OPTIONAL TRAINING ASSISTANCE AND MATERIALS: o Buddy Tags (50 tags per set) $50 o Customized Reference and Support Materials Development (per hour) $179 o Desk Top Displays (each) $10.99 o In language marketing tools and "hold please" training kits $29 o Language ID Cards (each set of 50) $49 o Posters (each) $10 o Quick Reference Guides and Wallet Cards (0-50) $9.99 o Quick Reference Guides and Wallet Cards (each additional set of 50) $29 o Training / Awareness assistance (on site per day/per person) $500 o Training / Awareness assistance (telephone/per session) 125 (Waived) OPTIONAL INTERPRETER APPOINTMENT AT SPECIFIC TIME: o Applied per appointment $100 Cancellation per appointment $200 will be charged for any missed appointment Customer Name: W r Lt) CC U,N l Language Line Services, Inc Accepted by (signature): Name (type or print): (yN u Add Accepted by (signature): rlit(IA Name: Michael F Schmidt Title (type or print): t\cil r Date: FEB 2 0 2013 Title: Chief Financial Officer Date: February 26, 2013 Prepared by LLS Sales Rep: Rick Cummin c Phone: (888) 898-1471 @2012 Language Line Services— 05 16 2012 ICONFIDENTIAL l One Lower Ragsdale Drive, Oldg 2' Monterey. CA 93940 w.w.languageline corn Page 2 of 2 uryuoge Line Hello