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HomeMy WebLinkAboutContracts & Agreements_233-2023HOMELESS RESOURCE SERVICES AGREEMENT This agreement for the provision of Homeless Resource Services ("Agreement") is made and entered in this 5th day of December 2023 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and The Redlands Chamber of Commerce, a California 501(c)(6) nonprofit public benefit corporation ("Provider"). City and Provider are sometimes individually referred to herein as a "Party" and, together, as the "Parties." In consideration of the mutual promises contained herein, City and Provider agree as follows: 1.1 ARTICLE 1 — ENGAGEMENT OF PROVIDER This Agreement is being funded by grant funding from the State of California Encampment Resolution Funding Program ("ERF Grant") and administered by the California Interagency Council on Homelessness ("Cal ICH"). City is a grantee of the ERF Grant. 1.2 City hereby engages Provider to provide homeless resources and services for City (the "Services"). 1.3 The Services shall be performed by Provider in a professional manner, and Provider represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional Providers in the industry providing like and similar types of Services. ARTICLE 2 — SERVICES OF PROVIDER 2.1 The Services that Provider shall provide ere more particularly described in Exhibit "A," titled, "Scope of Services," which is attached hereto and incorporated herein by this reference. 2.2 Provider shall comply with applicable federal, state, and local laws and regulations in the performance of this Agreement including, but not limited to, any applicable State prevailing wage laws. This Agreement is subject to any additional restrictions, limitations, conditions or statutes, regulations, or any other laws whether federal, State of California or any agency, department, or any political subdivision of the federal or State of California which may affect the provisions, terms or funding of the ERF Grant and this Agreement in any manner. ARTICLE 3 — RESPONSIBILITIES OF CITY 3.1 City shall make available to Provider information in its possession that may reasonably assist Provider in providing the Services. 3.2 City designates David Rabindranath, Homeless Solutions Coordinator, as City's representative with respect to performance of the Services, and such person shall have the 1 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services. ARTICLE 4 — PERFORMANCE OF SERVICES 4.1 Provider shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit "A," titled "Scope of Services" ("Services") which is attached hereto and incorporated herein by this reference. 4.2 The term of this Agreement shall be for a period of no more than twenty-nine (29) months commencing as of the Effective Date, until all available ERF Grant funds have been expended, or unless terminated earlier as provided herein. 4.3 Provider shall provide all information required by City to conform to the reporting and auditing requirements of the ERF Grant for which Services are associated as required by this Agreement. 4.4 If Provider's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to City, consistent with City Council -adopted policy for the same. It shall be the obligation of Provider to obtain a copy of such policy from City staff. ARTICLE 5 — PAYMENTS TO PROVIDER 5.1 The total compensation for Provider's Services shall be in the amount of seventy-five thousand dollars ($75,000). City shall pay Provider in full upon execution of this Agreement so that Services can be expedited to the homeless population. 5.2 Provider shall submit monthly reconciliation reports to City describing the Services provided during the preceding month in accordance with Exhibit "B" titled "Rate Sheet," which is attached hereto and incorporated herein by this reference. Provider's reconciliation reports shall include a brief description of the Services performed, client identification, the dates the Services were performed, the value of resources expended, and any other pertinent information related to the Services. Additional ERF Grant auditing and reporting documents requirements are described in Exhibit "C" titled "ERF Grant Reporting" which is attached hereto and incorporated herein by this reference. Any additional required information or reporting will be requested in writing by the City as needed and shall be provided by Provider in a timely manner. 5.3 Upon termination of Agreement, any unexpended funds shall be returned to the City within 15 days. If at any time during the term of the Agreement, Provider determines or anticipates unexpended funds will be present at termination, Provider is to contact the City in writing and coordinate possible reallocation of funds to ensure service goals of the ERF Grant are met. 2 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms 5.4 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile or electronic mail transmission (including PDF), if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section: CITY City Clerk City of Redlands 35 Cajon Street P.O. Box 3005 (mailing) Redlands, CA 92373 jdonaldson@cityofredlands.org (909) 798-7531 PROVIDER Evan Sanford, Executive Director The Redlands Chamber of Commerce 47 N. First St. Redlands, CA 92373 evan@redlandschamber.org 909-793-2546 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6.1 The following insurance coverage required by this Agreement shall be maintained by Provider for the duration of its performance of the Services. Provider shall not perform any Services unless and until the required insurance listed below is obtained by Provider. Provider shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services. Insurance policies shall include a provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City. A. Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Provider is self -insured or exempt from the workers' compensation laws of the State of California. Provider shall execute and provide City with Exhibit "D," titled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference, prior to performance of the Services. B. Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury is required. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City. C. Business Auto Liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability. This coverage shall include all Provider owned vehicles used in 3 I:\emo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms connection with Provider's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self- insurance maintained by City. 6.2 Provider shall defend, indemnify, and hold harmless City and its elected and appointed officials, employees, and agents from and against any and all claims, losses and liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of Provider, or its officers, employees and agents in performing the Services. ARTICLE 7 — CONFLICTS OF INTEREST 7.1 Provider covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by the performance of Provider's Services. Provider further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement. 7.2 Provider agrees it is not a designated employee within the meaning of the Political Reform Act because Provider: A. Does not make a governmental decision whether to: (i) approve a rate, rule or regulation, or adopt or enforce a City law; (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement; (iii) authorize City to enter into, modify or renew a contract; (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract; (v) grant City approval to a plan, design, report, study or similar item; (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof. B. Does not serve in a staff capacity with City and, in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302. 7.3 In the event City determines that Provider must disclose its financial interests, Provider shall complete and file a Fair Political Practices Commission Faun 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk. 4 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms ARTICLE 8 — GENERAL CONSIDERATIONS 8.1 No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The failure of City to enforce at any time the provisions of this Agreement, or to require at any time, performance by Provider of this Agreement, shall in no way be construed to be a waiver of such provision nor to affect the validity of this Agreement or the right City to enforce the provisions of this Agreement. 8.2 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in- house counsel by a Party. 8.3 Provider shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement. Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement. 8.4 Provider is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor. Neither City nor any of its agents shall have control over the conduct of Provider or Provider's employees, except as herein set forth. Provider shall supply all necessary tools and instrumentalities required to perform the Services. Assigned personnel employed by Provider are for its account only, and in no event shall Provider or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City. Provider shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Provider have any authority, express or implied, to bind City to any obligation. 8.5 This Agreement may be terminated by City, in its sole discretion, by providing not less than ten (10) days prior written notice to Provider of City's intent to terminate. If this Agreement is terminated by City, an adjustment to Provider's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Provider at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Provider. Upon receipt of a termination notice, Provider shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, drawings, specifications, reports, summaries and such other information and materials as may have been accumulated by Provider in performing the Services. Provider shall be compensated on a pro-rata basis for Services completed up to the date of termination. 8.6 This Agreement is valid and enforceable only if sufficient funds are made available from the State of California by legislative appropriation to continue funding the ERF Grant. If the ERF Grant funding is not appropriated by the Legislature or the ERF Grant is terminated or cancelled, the City may terminate this Agreement pursuant to Section 8.4. 5 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms 8.7 Provider shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of five (5) years, or for any longer period required by law, from the date of final payment to Provider pursuant to this Agreement. City shall have the right to review, obtain and copy all records and supporting documentation pertaining to the performance of Services under the Agreement. Such books shall be available upon reasonable notice and during normal business hours for examination, inspecting and copying of records and documentation related to the Services provided under this Agreement, by City at the office of Provider. 8.8 During the performance of this Agreement, Provider and its employees and subcontractors shall not unlawfully discriminate, harass, or allow harassment against an employee or applicant for employment because of sex (gender), sexual orientation, gender identity, gender expression, race, color, ancestry, religion, creed, national origin, pregnancy, physical disability, mental disability, medical condition, age, genetic information, marital status, military and veteran status, denial of medical and family care leave, pregnancy disability leave or any other protected class under state or federal law. Provider shall ensure that the valuation and treatment of its employees and applicants for employment are free from such discrimination and harassment. Provider shall comply with the provisions of California law against discriminatory practices relating to such protected classes. 8.9 Provider agrees to comply with the Drug -Free Workplace Act of 1990 (Government Code Section 8350, et seq.) and have or will provide a drug -free workplace. 8.10 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement. Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Provider. 8.11 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts located in San Bernardino County, California, and the federal courts located in Riverside County, California. 8.12 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement. 6 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms IN WITNESS WHEREOF, duly authorized representatives of City and Provider have signed in confirmation of this Agreement. CITY OF REDLANDS By: Paul Barich, Mayor Pro Tem ATTEST: Jeannaldson, City Clerk THE REDLANDS CHAMBER OF COMMERCE By: Cy�/26d�y Evan Sanford, E cutive Direc tor E cutive Director 7 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms EXHIBIT "A" SCOPE OF SERVICES Provide basic employment services to a minimum of 100 clients as referred by City's Homeless Solutions Coordinator or designees to the following resources: • Employment, education and training targeting particular labor market needs; • Employment, education and training targeting particular groups or populations; • Supportive services such as (interview and work clothing, transportation assistance, work items based on need and funding); and • Intensive career assessment, counseling, and planning • Occupational classroom training; • Skills upgrading and retraining; • On -the -Job Training; • Job readiness training; • Soft skills training; • Private sector operated training; • Industry -based, customized training based on employer need with up front agreement to hire based on established conditions. Employment services shall include but not be limited to the following: • Outreach, intake and orientation to services available; • Initial assessment of skills, aptitudes, abilities, and supportive services; • Job Search and placement assistance including career counseling; • Employment referral and follow-up services for customers attaining employment for not less than 12 months after the first known day of employment (obligation ends when contract is completed). • Service hours shall be tracked for each client provided with employment resources. 8 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms EXHIBIT "B" RATE SHEET Staff Hourly Rate (Fully Burdened) for Employment Services $32.00/hr Supplies / Services Provided Directly to Client Actual Cost Admin Cost 5% 9 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms EXHIBIT "C" ERF GRANT AUDITING AND REPORTING Provider shall submit to all reporting and auditing requirements of the ERF Grant including but not limited to the following: Provide monthly reports of expenditures and services provided that include outreach and service path data at the anonymized level; Maintain housing status data for persons served in the aggregate; Continued confirmation that projects receiving ERF funds are populated timely into IIMIS and use Cal ICH supplied funding codes; Provider shall maintain and make available, individual, client -level data for persons served by grant funding to the City, in addition to any data reported through local Homeless Management Information System, as required by the ERF Grant for the purposes of research Provider shall comply with the data entry requirements of AB977, located at Welfare and Institutions Code section 8256(d). Provider shall participate in a program evaluation regarding implementation of the ERF Grant is requested. For the purpose of evaluation, Cal ICH, or its designee may visit sites related to the project and film, tape, photograph, interview, and otherwise document Grantee's operations during normal business hours and with reasonable advance notice. Cal ICH will comply with Grantee's site visit terms during any site visits. Provider should maintain active data, documents, and filings in anticipation of this evaluation. Special care should be taken to organize and preserve internal work products that guided implementation of the ERF Grant. Provider shall coordinate and cooperate with City provided independent certified public accountant for audit purposes if requested. Record Inspection: Cal ICH or its designee shall have the right to review, obtain, and copy all records and supporting documentation pertaining to performance under the ERF Grant and this agreement. The Provider agrees to provide the City, Cal ICH, or its designee, with any relevant information requested. The Provider agrees to give the City, Cal ICH or its designee access to its premises, upon reasonable notice and during normal business hours, for the purpose of interviewing employees who might reasonably have information related to such records, and of inspecting and copying such books, records, accounts, and other materials that may be relevant to an investigation of compliance with the ERF laws, Cal ICH guidance or directives, the ERF Grant, and this Agreement. Record Retention: The Provider further agrees to retain all records described above for a minimum period of five (5) years after the termination of this Agreement. If any litigation, claim, negotiation, audit, monitoring, inspection, or other action has been commenced before the expiration of the required record retention period, all records must be retained until completion of the action and resolution of all issues which arise from it. 10 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms EXHIBIT "D" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways: (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self -insure and to pay any compensation that may become due to his or her employees. CHECK ONE I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement. (Labor Code § 1861). I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California. However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self -insure, or a certification of workers' compensation insurance. I certify under penalty of perjury under the laws of the State of California that the information and representations made in this certificate are true and correct. PROVIDER, THE REDLANDS CHAMBER OF COMMERCE By: Evan Sanford, Executive Director Date: /2/7/23 11 I:\cmo\Agreements\The Redlands Chamber of Commerce ERF Partner Agreement FY22-0308.docx-ms