20031028_a

AMENDMENT TO THE AGREEMENT

BETWEEN THE COUNTY OF SAN MATEO AND
GOLDEN STATE SERVICES

THIS AGREEMENT, entered into this ______ day of _______________, 2003, by and between the COUNTY OF SAN MATEO (hereinafter called "County") and GOLDEN STATE SERVICES, (hereinafter called "Contractor"),

W I T N E S S E T H:

WHEREAS, on June 26, 2001, the parties hereto entered into an agreement (hereinafter referred to as the "Original Agreement") for the furnishing of certain services by Contractor to County as set forth in that Original Agreement; and

WHEREAS, it is now the mutual desire and intent of the parties hereto to amend and clarify that Original Agreement;

NOW, THEREFORE, IT IS HEREBY AGREED between the parties that the Original Agreement is amended as follows:

All references to Health Services Agency, Hospital and Clinics, or San Mateo County General Hospital will be amended to read "San Mateo Medical Center"; and all references to Director of Health Services shall be amended to read "Chief Executive Officer of San Mateo Medical Center".

Section 2, Payments, Paragraph A, Maximum Amount, of the Original Agreement is hereby amended to read as follows:

"2.

Payments

Maximum Amount. In full consideration of Contractor's performance of the services described in Schedule A, the amount that County shall be obligated to pay for services rendered under this Agreement shall not exceed ONE MILLION FOUR HUNDRED SEVENTY THOUSAND THREE HUNDRED EIGHTY-SIX DOLLARS ($1,470,386) for the contract term."

Section 4, Hold Harmless, of the Original Agreement is hereby amended to read as follows:

"4.

Hold Harmless.

Contractor shall indemnify and save harmless County, its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description, brought for, or on account of: (A) injuries to or death of any person, including Contractor, or (B) damage to any property of any kind whatsoever and to whomsoever belonging, (C) any sanctions, penalties, or claims of damages resulting from Contractor's failure to comply with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended, or (D) any other loss or cost, including but not limited to that caused by the concurrent active or passive negligence of County, its officers, agents, employees, or servants, resulting from the performance of any work required of Contractor or payments made pursuant to this Agreement, provided that this shall not apply to injuries or damage for which County has been found in a court of competent jurisdiction to be solely liable by reason of its own negligence or willful misconduct.

The duty of Contractor to indemnify and save harmless as set forth herein, shall include the duty to defend as set forth in Section 2778 of the California Civil Code."

Section 6, Non-Discrimination, of the Original Agreement is hereby amended to read as follows:

"6.

Non-Discrimination

Section 504 applies only to Contractor who are providing services to members of the public. Contractor shall comply with § 504 of the Rehabilitation Act of 1973, which provides that no otherwise qualified handicapped individual shall, solely by reason of a disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination in the performance of this Agreement.

General non-discrimination. No person shall, on the grounds of race, color, religion, ancestry, gender, age (over 40), national origin, medical condition (cancer), physical or mental disability, sexual orientation, pregnancy, childbirth or related medical condition, marital status, or political affiliation be denied any benefits or subject to discrimination under this Agreement.

Equal employment opportunity. Contractor shall ensure equal employment opportunity based on objective standards of recruitment, classification, selection, promotion, compensation, performance evaluation, and management relations for all employees under this Agreement. Contractor's equal employment policies shall be made available to County of San Mateo upon request.

Violation of Non-discrimination provisions. Violation of the non-discrimination provisions of this Agreement shall be considered a breach of this Agreement and subject the Contractor to penalties, to be determined by the County Manager, including but not limited to

termination of this Agreement;

ii.

disqualification of Contractor from bidding on or being awarded a County contract for a period of up to three (3) years;

iii.

liquidated damages of TWO THOUSAND FIVE HUNDRED DOLLARS ($2,500) per violation;

iv.

imposition of other appropriate contractual and civil remedies and sanctions, as determined by the County Manager.

To effectuate the provisions of this paragraph, the County Manager shall have the authority to examine Contractor's employment records with respect to compliance with this paragraph and/or set off all or any portion of the amount described in this paragraph against amounts due to Contractor under the Contract or any other contractor between Contractor and County.

Contractor shall report to the County Manager the filing by any person in any court of any complaint of discrimination or the filing by any person of any and all charges with the Equal Employment Opportunity Commission, the Fair Employment and Housing Commission or any other entity charged with the investigation of allegations within thirty (30) days of such filing, provided that within such thirty (30) days such entity has not notified Contractor that such charges are dismissed or otherwise unfounded. Such notification shall include the name of the complainant, a copy of such complaint, and a description of the circumstance. Contractor shall provide County with a copy of its response to the complaint when filed.

With respect to the provision of employee benefits, Contractor shall comply with the County Ordinance which prohibits contractors from discriminating in the provision of employee benefits between an employee with a domestic partner and an employee with a spouse."

Section 10, Compliance with Applicable Laws, of the Original Agreement is hereby amended to read as follows:

" 10.

Compliance with laws; payment of Permits/Licenses.

All services to be performed by Contractor pursuant to this Agreement shall be performed in accordance with all applicable Federal, State, County, and municipal laws, ordinances and regulations, including, but not limited to, the Health Insurance Portability and Accountability Act of 1996 (HIPAA), and the Federal Regulations promulgated thereunder, as amended, and will comply with the Business Associate requirements set forth in Attachment "H," and the Americans with Disabilities Act of 1990, as amended, and Section 504 of the Rehabilitation Act of 1973, as amended and attached hereto and incorporated by reference herein as Attachment "I," which prohibits discrimination on the basis of handicap in programs and activities receiving any Federal or County financial assistance. Such services shall also be performed in accordance with all applicable ordinances and regulations, including, but not limited to, appropriate licensure, certification regulations, provisions pertaining to confidentiality of records, and applicable quality assurance regulations. In the event of a conflict between the terms of this Agreement and State, Federal, County, or

municipal law or regulations, the requirements of the applicable law will take precedence over the requirements set forth in this Agreement.

Contractor will timely and accurately complete, sign, and submit all necessary documentation of compliance.

Schedules A and B of the Original Agreement are hereby amended to read as follows:

"SCHEDULE A

In consideration of the payments described in Schedule B, Contractor shall

provide the following:

Laundry Services

Complete laundry services, including but not limited to, laundering, drying, ironing, folding, presswork, garment processing, and inventory control.

Pick-up and Delivery Services: Linen pick-up and delivery will occur between the hours of 3:00 a.m. and 6:00 a.m., seven days per week, on Monday through Sunday. Clean linen delivery and soiled pick-up shall occur simultaneously. The schedule may, from time to time, be changed to accommodate Contractor's routing requirements, but no changes shall be made without the prior approval of San Mateo Medical Center (SMMC) materials manager. Contractor will not be responsible for any shipping delay that may be caused by conditions or circumstances beyond Contractor's control, such as delays caused by, but not limited to, road closures or traffic accidents. Delivery Locations are San Mateo Medical Center located at 222 West 39^th Avenue, San Mateo, CA 94403, and Burlingame Healthcare Center (BHC) located at 1100 Trousdale Blvd., Burlingame, CA 94010.

Contractor will provide a contingency plan for the delivery of linen to SMMC and to BHC in case of a catastrophic event. The plan will be Exhibit I of this agreement.

Contractor shall provide a quality control program which defines the level of quality and service to be provided to County. County shall have complete review and approval rights over the initial program, and throughout the term of this agreement the parties hereto shall mutually agree to any changes, amendments, or modifications to the program that they deem appropriate to keep pace with changes in the County's service needs.

Contractor shall provide a representative who shall report on the performance of Contractor as a function of the quality control program. County agrees to meet no less than quarterly with Contractor's representative for the purpose of reviewing the effectiveness of the program, and amending it, as applicable. Any variances from the performance and quality standards set forth in the program shall be dealt with according to the provisions of the program.

Delivered linen shall conform, at a minimum, to the generally accepted standards of quality for cleanliness, finish, and appearance. All work performed shall be done under sanitary conditions. Linen shall be free from soil and stains, bacteria, fungi, and other microorganisms, including pathogens, to the extent required by state, county, and city codes and regulatory agencies. Contractor shall at all times comply with the applicable sections of requirements and regulations established by the Joint Commission on Accreditation of Health care Organizations and California's Title 22.

Annual inspections will be made by a team provided by the materials manager (i.e. Infection Control, Materials Manager, Safety Office, County Purchasing, and other appropriate staff).

II.

Management Services Provided by Golden State Services

Count, stock, and distribute linen seven (7) days per week.

Train and supervise Golden State Services linen room personnel.

Collect data daily and enter this information into a linen tracking program which shall be provided by Contractor.

Monitor linen utilization with a goal of ensuring adequate supplies for County.

Monitor linen inventory and communicate County requirements to suppliers, generally in accordance with budget or reasonable directions from County.

Weigh linen being picked up from and linen being delivered to SMMC and to BHC. This weight will be logged.

Provide weekly invoices. Daily deliveries should be accompanied by a packing slip.

Provide the Materials Manager with linen inventory levels to ensure linen par levels are maintained to avoid shortages.

Perform an annual inventory.

10.

Provide the Materials Manager with the formula for wet to dry weight.

11.

Provide the following monthly reports: weight report, linen replacement report, and discarded linen report.

SCHEDULE B

In consideration of the services described in Schedule A, Contractor shall be reimbursed

as follows:

Fees

Bulk Processing Services

$ .3195 per dry weight pound processed.

Sewing, Mending, and Repairing

$16.50 each

Laundry of Cubicle Curtains

$2.65 each

Garments Pressed

$1.29 each

Garments Steamed

$1.29 each

Stained Garments

$ .55 each

Surgical Towel Packs

$1.95/pack of 6

II.

Linen Room Management Services: Contractor shall present an invoice for Management Services to County each month for services provided to County during the previous month at the rate of $9,966.66 per month for the period July 1, 2001 through June 30, 2003.

III.

Linen Room Management Services: Contractor shall present an invoice for Management Services to County each month for services provided to County during the previous month at the rate of $11,878.52 per month for San Mateo Medical Center and $11,878.52 per month for Burlingame Healthcare Center for the period July 1, 2003 through June 30, 2004.

IV.

Customer Own Goods (COG): San Mateo Medical Center (SMMC) reserves the right to purchase its own linen, patient apparel, reusable surgical gowns, and surgical linen from those manufacturers currently under contract to SMMC.

Cost Adjustments: The laundry and linen room management fees may be adjusted upward each year by an amount equal to the lesser of five percent (5%) or the percentage change, if any, in the most recent published "Consumer Price Index" - All Urban Consumers" for the San Francisco-Oakland-San Jose area published by the United States Department of Labor, Bureau of Labor Statistics (hereinafter "Index"). In the event the Index is no longer published, the adjustment calculation will be based on what ever measure of changes in the labor rates that is then published on a regular basis and is generally accepted as the replacement for the Index. In no event will any fees be less than the fees for the preceding year during the term of this agreement.

In the event that utility charges increase at any time during the term of the agreement by greater than 15% over the published rates as of the start date of this agreement, then the cost per pound charge to County shall be increased by a percentage equal to the percentage increase in Contractor's production costs attributable to the increase in utility charges.

VI.

Total payment for services under this agreement will not exceed ONE MILLION FOUR HUNDRED SEVENTY THOUSAND THREE HUNDRED EIGHTY SIX DOLLARS ($1,470,386) for the term July 1, 2001 through June 30, 2004. ($340,000 for the period July 1, 2001 through June 30, 2002, $357,000 for the period July 1, 2002 through June 30, 2003, and $773,386 for the period July 1, 2003 through June 30, 2004)."

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that:

These amendments are hereby incorporated and made a part of the Original Agreement and subject to all provisions therein.

All provisions of the Original Agreement, including all references to audit and fiscal management requirements unless otherwise amended hereinabove, shall be binding on all the parties hereto.

All provisions of the Original Agreement, including all monitoring and evaluation requirements, shall be applicable to all amendments herein.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that the Agreement of June 26, 2001, be amended accordingly.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hand on the day and year first above written.

COUNTY OF SAN MATEO

GOLDEN STATE SERVICES

By:

Rose Jacobs Gibson

President, Board of Supervisors
San Mateo County

Date:

ATTEST:

By:

Clerk of Said Board

Date: