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HomeMy WebLinkAboutGeneva Worldwide, Inc - HRC Interpretation Services tp � COVER SHEET FOR DOCUMENTS OCT 1 3 2025 �^ Slouthold Toinm der SENTTO: Wm �V�� Sent By: TOWN ATTORNEY, PAUL M. DECHANCE DEPUTY T/A, JACK SQUICCIARINI ASSISTANT T/A, JULIE M. MCGIVNEY ASSISTANT T/A, BENJAMIN JOHNSON CONFIDENTIAL SECRETARY, AMY SCHLACHTER Type of Agreeme nt Nature of Contract/Agreement rtb/m�+ J Y) rwus DENIS NONCARROW Town Hall,53095 Main Road P.O. TOWN CLERK ,O'pf SOr� Box 1179 44� OHO Southold,New York 11971 Fax REGISTRAR OF VITAL (631) 765-6145 Telephone(631) 765-1800 STATISTICS MARRIAGE OFFICER RECORDS MANAGEMENT G � www•southoldtownny.gov OFFICER FREEDOM OF INFORMATION OFFICER ��l1UNt'i•� OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2025-744 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON SEPTEMBER 25,2025: RESOLVED that the Town Board of the Town of Southold authorizes and directs Supervisor Albert J. Krupski, Jr. to execute a service agreement with Geneva Worldwide, Inc. for over-the- telephone, written, and/or interpretation services on behalf of the Southold Town Human Resource Center as required for senior services by the County of Suffolk's Office for the Aging. The term of the agreement shall be from September 1, 2025, until August 21, 2028. Subject to approval by the Town Attorney and funded from budget line A.6772.4.400.100. Denis Noncarrow Southold Town Clerk RESULT: Adopted MOVER: Councilman Doroski SECONDER: Councilman Mealy AYES: Councilman Mealy, Councilwoman Smith, Justice Evans, Councilman Doroski, Supervisor Krupski, Jr. NAYES: None Page 68 of 81 Y G .E N E VA W O R L D W I D E r MASTER SERVICE AGREEMENT between GENEVA WORLDWIDE, INC. ` and SOUTHOLD TOWN HUMAN RESOURCE CENTER—SENIOR SERVICES This is a Master Service Agreement(hereinafter referred to as"Agreement"),effective September 1,2025 through August 31,2028,between the SOUTHOLD TOWN HUMAN RESOURCE CENTER—SENIOR SERVICES (herein after referred to collectively as"Client")a(n)organization,having offices at 750 Pacific Street,PO Box 85, Mattituck,NY 11952 and GENEVA WORLDWIDE,INC.(hereinafter referred to as"Geneva"),a New York, corporation,having offices at 228 Park Avenue South,PMB 27669,New York, NY 10003. This Agreement consists of: • The body of.this Master Service Agreement • Schedule A: Price Schedule • Schedule B: Language List • Amendments to this agreement,as may be executed in writing by both parties from time to time WITNESSETH WHEREAS, Client provides services to a segment of the population,including limited English proficient(LEP) persons; and WHEREAS,Client wishes to contract with Geneva for provision of in-person interpreting, telephonic,interpreting,and document translation services; NOW,THEREFORE,in consideration of the mutual covenants and agreements herein,Client and Geneva agree as follows: ARTICLE 1—TERM AND VALUE The Term of this Agreement shall commence on the Effective Date and shall continue through August 31, 2028, unless earlier terminated by either Party upon thirty(30) days' prior written notice,with or without cause.The rates set forth in this Agreement shall remain fixed for the first two(2)years of the Agreement. Beginning on the second anniversary of the Effective Date,and on each annual anniversary thereafter,the rates shall automatically increase by five percent (5%) per year. Upon expiration of the initial term,this Agreement shall automatically renew for successive one (1) year periods, for a-maximum of three (3) Geneva Worldwide,Inc. (Southold Town Human Resource Center I Master Service Agreement Page I 1 additional years, unless either Party provides written notice of non-renewal at least thirty(30) days prior to the expiration of the then-current term. The contract amount shall not exceed$5,000 for the first fiscal year covered by this Agreement, and per any renewal years thereafter.Any services required beyond this rate must be pre-approved by the Agency Director. ARTICLE.2-SCOPE OF SERVICES Subject to the terms and conditions contained herein, Client hereby retains Geneva and Geneva accepts the engagement to perform the services detailed below: 2.1 ' Geneva shall provide Client with in-person interpretation, telephonic interpretation, video remote interpretation and document translation services on an as needed basis,including but not limited to weekends, holidays,or evenings. 2.2 Services are available in multiple languages,detailed in Schedule B:Language List. Geneva retains the right to add and/or delete languages on this list at Geneva's discretion. 2.3 Geneva shall provide Client with a toll-free number to access telephonic interpreting services and an account-specific access code to connect with an interpreter,24/7/365. Client shall safeguard the usage of the toll-free number and access code, and shall cause any party to whom the toll- free number and access code has been disclosed, restricting access to those personnel/agents who are authorized to incur charges on behalf of Client. 2.4 Geneva shall provide Client with an in-person interpreter. An exact date, start time, estimated duration, location and on-site contact person is required before an assignment is scheduled. Assignments requested in less than 48 hours are filled on a best efforts basis 2.5 There is a twenty-four-hour cancellation policy for all prescheduled services. In the event the Client needs to cancel or reschedule services with less than twenty-four hours' notice,the Client will be billed the two-hour minimum for that service. 2.6 The standard turn-around time for written document translation is 2,500 words in 2-3 business days. Documents needed more quickly are subject to a rush fee; delivery timeline to be quoted upon receipt of documents. 2.7 Client is entitled to one round of revision of the translated text within 30 days of receiving the completed translation. Revisions submitted after 30 days will be charged additional editing and proofreading charges.Further revisions of the translation beyond the first round of revisions will be subject to an additional quote/charge. 2.8 Any revision or modification of the source document for translation constitutes a change in the scope of work for that particular request. Said source revisions or modifications require a new quote for translation services, incurring additional fees and turnaround time. Geneva Worldwide,Inc. I Southold Town Human Resource Center I Master Service Agreement Page 12 2.9 All document translation orders are final. Geneva Worldwide uses all available measures to ensure.the accuracy of translations and typesetting but-shall not be held liable for damages due to error or negligence in translation,transcription or formatting. ARTICLE 3-PAYMENT 3.1 Client shall pay Geneva in accordance with the rates detailed in the attached Schedule A Price Schedule. 3.2 For each in-person interpreting assignment, Geneva will bill a two (2) hour minimum. Any additional time will be billed in thirty-minute increments,at fifty percent(50%)of the hourly rate. For billing purposes,Geneva will round minutes up to the nearest half hour. 3.3 Cancellation Fee for in-person services: the minimum 2-hour fee will be charged if cancelled within 24 hours of the scheduled assignment start time. 3.4 There is a$60 minimum per language per project for document translation services. In excess of the$60 minimum,Client will be billed at the applicable per word rate, based on the English word count. 3.5 Geneva shall submit a monthly invoice to the Client by the fifteenth (151) calendar day of the following month following the month of service. 3.6 Payment is due net 30 days from the date of the invoice. Interest will accrue at a rate of 2%per month for any balances that remain outstanding. ARTICLE 4—TERMS AND CONDITIONS 4.1 CONFIDENTIALITY. Geneva undertakes reasonable measures to protect the confidentiality of Client's proprietary information, including any materials such as trade secrets, financial information, information relating to business, products, patent applications, litigation,customer lists, personal,information or protected health information,to the extent that such materials are designated by Client as"Proprietary and Confidential." Nevertheless,it is understood and agreed that(a),in the course of its engagement by Client,Geneva will be entitled to provide copies of any such Confidential or Proprietary materials to any and all of Geneva's employees, agents, independent contractors, or other third party service providers, to the extent required, in Geneva's judgment,to complete the work contracted for by Client,and (b)Geneva shall have no responsibility for information that becomes available to the general public through no act or negligence on the part of Geneva. 4.2 INDEPENDENT CONTRACTOR. Each Party agrees that its relationship with the other is that of an independent contractor and nothing in this Agreement shall be construed as creating a partnership, joint venture or employer-employee relationship. Neither Geneva nor any employees and consultants engaged by Geneva for performing the Services shall be entitled to any of the benefits that Client may make available to its employees, such as group insurance, profit-sharing, or retirement benefits. Each Party shall be solely responsible for complying with all applicable local, state and federal laws which are applicable to that Parry, including but not limited to immigration laws and regulations governing work authorization, obligations such as Geneva Worldwide,Inc. I Southold Town Human Resource Center I Master Service Agreement Page 13 payment of federal, state and local taxes, social security, disability and other contributions attributable to the rendition of Services hereunder. Each Party shall indemnify,hold harmless and defend the other Party from any and all claims, liabilities, damages, taxes, fines or penalties sought or recovered by any governmental entity,including but not limited to the Internal Revenue Service or any state taxing authority, arising out of such Party's alleged failure to pay such taxes or make such contributions. Nothing in this Agreement shall be deemed to constitute Geneva or Client the agent of the other. Neither Geneva nor Client shall be or become liable or bound by any representation, act or omission whatsoever of the other. 4.3 NON-SOLICITATION. During the term of this Agreement and for a period of one(1)year after the termination or expiry thereof, Client shall not solicit or retain, either directly or indirectly, any employee, translator, interpreter, or 'other personnel contracted or supplied by Geneva (collectively referred to as"Geneva's Agents and Independent Contractors")to,provide.services for Client other than by submitting the desired work to Geneva. In the event of any breach of this provision by Client,without limiting any other remedy which may be available to Geneva, Client shall owe to Geneva as a referral fee, 100% of any and all amounts paid by Client to any of Geneva's Agents and Independent Contractors with respect to any services performed for Client by any of Geneva's Agents and Independent Contractors,other than by or through Geneva,at any time within one year after the date of Client's most recent request made to Geneva. 4.4 USE OF CONTRACT BY OTHER COUNTY ORGANIZATIONS. Geneva extends the pricing,terms,and conditions herein to any Southold Town Human Resource Center political subdivision and others so authorized by Southold Town Human Resource Center to participate in this Contract. This includes, but is not limited to: local governments; public authorities, public school and fire districts,public and nonprofit libraries,and certain other nonpublic/nonprofit organizations. Any other County organization accessing services via this contract vehicle shall be required to directly remit payment Geneva,and shall individually be held liable for the same. 4.5 LIMITATION OF LIABILITIES. Geneva makes no representation,warranty, or guaranty,express or implied,concerning the services, including but not limited to the availability or timeliness of the performance of any Services and Geneva's liability, if any, arising as a result of any breach of this Agreement or otherwise, is expressly and specifically limited to the cost of any phone call or Service in question. In no event shall Geneva be liable for loss of revenue or profits for any incidental, consequential, indirect, punitive, or special damages, whether or not foreseeable or unforeseeable, claimed on behalf of Client or its officers, agents, employees, directors, or representatives. 4.6 GOVERNING LAW. This agreement shall in all respects be construed in accordance with and governed by the laws of the State of New York. The Parties agree that the appropriate court in New York County shall have exclusive jurisdiction with respect to any controversy or dispute arising out of or relating to this Agreement. 4.7 SEVERABILITY. If any of the provisions of this Agreement is or becomes illegal,unenforceable,or invalid,-in whole or in part for any reason, the remainder of this Agreement shall remain in full force and effect without being impaired or invalidated in any way. 4.8 MODIFICATION/WAIVER. This Agreement may not be modified or amended except by a written instrument signed by both Parties. No waiver will be implied from conduct or a failure to enforce Geneva Worldwide,Inc. I Southold Town Human Resource Center I Master Service Agreement Page 14 rights,and no waiver will be effective unless in writing signed on behalf of the Party against whom the waiver is asserted. 4.9 ENTIRE AGREEMENT. This agreement contains the entire understanding of the Parties with respect to the matters herein contained and supersedes all previous agreements and undertakings with respect thereto. AimcLE5-No7m Any notice, demand, request,statement,or other writing required or permitted by this Agreement shall be deemed to have been sufficiently given when personally delivered or mailed by certified or registered United States mail,postage prepaid,or express mail services such as Federal Express,addressed asfollows: For GENEVA WORLDWIDE,INC. For SOUTHOLD TOWN HUMAN RESOURCE CENTER— 228 Park Avenue South,PMB 27669 SENIOR CITIZEN SERVICES New York,NY 10003 75 Pacific Street, PO Box 85 Mattituck, NY 11952 Name: Craig Buckstein Name Albertj.Krupski Jr. Title: Chief Executive Officer Phone: (212)255-8400 Extension 111 Title Town Supervisor Fax: (212)255-8409 Email: cbuckstein@genevaworidwide.com Address 53095 Main Rd/P O Box 1179,Southold NY 11971 Phone 631-298-4460 Fax 631-298-4462 Email jacqueline.martinez@town.southold.ny.us Each Party may change its designation by written notice to the other Party. IN WITNESS WHEREOF,the parties hereto have executed this Agreement in duplicate as of the date first above written. GENEVA WORLDWIDE, INC. SOUTHOLD TOWN HUMAN RESOURCE CENTER By: Amanda Coleman By: Albert J.Krupski Jr Print Name Title: Director,Government Contracts Title: Town Supervisor And Services l Date: I O I g �2025 Date: ?/Zg Geneva Worldwide,Inc. I Southold Town Human Resource Center I Master Service Agreement Page I s SOUTHOLD TOWN HUMAN RESO)ACE CENTER \�Print Name: Jacqueline Martinez Title: Senior.Citizens Program Director Date: (1c) SOUTHOLD TOWN HUMAN RESOURCE CENTER Print Name: Shatina Jayne Title: Senior Citizens Center (�Mana Manager Date: Geneva Worldwide,Inc. I Southold Town Human Resource Center Master Service Agreement Page 16 SCHEDULE A:PRICE SCHEDULE In-Person Interpreting Hourly Rate for Assignments Non-Certified Standard<Hourly,Rate!` Requested less Th'ari 24 Hours in Advance* All Spoken Languages $150.00 $150.00 American Sign Language $175.00 1 $175.00 *Assignments requested in less than 48 hours are filled at a best efforts basis. **Minimum Charge:Two Hours Interpretation—Telephonic Non-Certified Price per Minute All Languages $ 1.25 (24/7/365) Interpretation—Video Remote Non-Certified Price per Minute All Languages $2.75 Scheduled Service* *Assignments requested in less than 48 hours are filled at a best efforts basis. **Minimum Charge:Two Hours Geneva Worldwide,Inc. Southold Town Human Resource Center Master Agreement Page 7 Translation Standard Turn Around Rush Turn Around I Ter Language Time Time Spanish (Spain and Latin America), Portuguese 0.16 per word 25%increase Tier 1 (Brazilian and PT), Italian Chinese Simplified, Chinese Traditional, French 0.19 per word 25%increase Tier 2 Euro,German, Russian Albanian, Arabic, Bengali, Bosnian, Bulgarian, Catalan, Croatian, Czech, Danish, Dutch, Farsi, Finish, Flemish, French Cand., Greek, Haitian 0.22 per word 25%increase Creole, Hindi, Hungarian, Indonesian, Khmer, Korean,Polish, Romanian,Serbian,Serbo-Croatian, Slovene, Swahili, Thai, Turkish, Ukrainian, Tier 3 Vietnamese Amharic, Armenian - East, Armenian - West, Belarusian, Azeri, Belochi, Bambara, Brahvi, Burmese, Dari, Estonian, Ga, Georgian, Hebrew, Hmong, Icelandic, Igbo, Ilokano, Japanese, 0.25 per word 25%increase Wkarpalak, Lao, Latvian, Lithuanian, Malay, Mongolian, Montenegrin, Nepali, Norwegian, Pashto, Punjabi, Romani, Sanskrit, Samoan, Songhai, Swedish, Tagalog, Tajik, Telugu, Tibetan, Tier 4 Twi, Urdu, Uzbek,Yiddish,Yoruban,Zulu Additional Information: Desktop Publishing:$65.00 Per Hour Minimum Charge:$125.00 Per Language Per Project Turn Around Times: Standard Turn Around Time is 2,500 words in 2-3 business days Rush Turn Around Time:Quoted per request 1 Geneva Worldwide, Inc. I Southold Town Human Resource Center Master Agreement Page ] 8 SCHEDULE B:LANGUAGE LIST Afrikaans Fijian Lao Sicilian Akan Finnish Latvian Sinhalese Albanian Flemish Lebanese Slovak ASL French Lithuanian Somali Amharic French Canadian Maithili Somali Bantu Arabic Frisian Malay Spanish Armenian Fulde Malayalam Sudanese Ashanti Fuzhou Maltese Swahili Assyrian Ga Mandarin Swedish Azeri Georgian Mandinka Tagalog Bahasa(Malaysia) German Marathi 'Taiwanese Bambara Greek Marshallese Tamil Basque Greenlandic May-May Tatar Bassa Gujarati Mien Telugu Belorussian Hakka Mongolian Teochew Bengali Hebrew More Thai Bosnian Hindi Myanmar Thai Dam Bulgarian Hmong Navajo Tibetan Burmese Hunanese Nepali Tigrinya Cambodian Hungarian Norwegian Toisanese Canjobal Ibo Nuer Tongan Cantonese Icelandic(modern) Oromifa Trukese Cape Verde Ilocano Pampangan Turkish Cebuano Indo Pangasinan Turkmen Chamorro Italian Pashtu Twi Chinese Yunnan Jaaxanke Polish Uighur Choujo Japanese Ponapean Ukrainian Chukchi Javanese Persian Urdu Chuukese Kannada Portuguese Uzbek Cotocoli Karen (Brazil, European) Vietnamese Creole (Haitian, French) Kazakh Pulaar Visayan Croatian Khmer Punjabi Welsh Czech Kinyarwanda Quechua Wolof Danish Kirundi Romanian Xhosa Dari Korean Russian Yiddish Dinka Kosrae Samoa Yoruba Dutch Kpelle Sara Zulu Estonian Krahn Serbian Ewe Kurdish Shanghainese Farsi Lanzhaou Sichuan Geneva Worldwide, Inc. Southold Town Human Resource Center Master Agreement Page 19