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HomeMy WebLinkAbout2025-01-28; City Council; Resolution 2025-031RESOLUTION NO. 2025-031 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE PROFESSIONAL SERVICES AGREEMENTS WITH INTERFAITH COMMUNITY SERVICES AND COMMUNITY RESOURCE CENTER TO PROVIDE SERVICES IDENTIFIED IN THE APPROVED ENCAMPMENT RESOLUTION FUNDING GRANT TO ASSIST INDIVIDUALS AND HOUSEHOLDS EXPERIENCING VEHICULAR HOMELESSNESS IN THE CITY OF CARLSBAD AND AUTHORIZING A PROFESSIONAL SERVICES PROCUREMENT EXEMPTION WHEREAS, on Nov. 27, 2023, the California lnteragency Council on Homelessness issued a notice of funding availability for the Encampment Resolution Funding Program; and WHEREAS, the Encampment Resolution Funding Program provides grants to local jurisdictions to resolve critical encampment concerns and transition individuals into safe and stable housing; and WHEREAS, on July 1, 2024 the administration of the Encampment Resolution Funding Program transitioned from the California lnteragency Council on Homelessness to the California Department of Housing and Community Development; and WHEREAS, the City Council of the City of Carlsbad, California approved the City's updated Homelessness Action Plan on Feb. 7, 2023; and WHEREAS, vehicular homelessness has been a growing concern throughout the region; and WHEREAS, according to the annual Point-in-Time Count, the number of people living in vehicles in Carlsbad increased by 93% from 29 in 2023 to 56 in 2024; and WHEREAS, staff have been aware of this trend and included an action item in the Homelessness Action Plan to develop a plan to address the growing number of people living in vehicles in the city; and WHEREAS, on April 30, 2024, the City submitted an Encampment Resolution Funding Program proposal for a total amount of $2,994,224.71 over three years to focus on people living in their vehicles; and WHEREAS, the city's Encampment Resolution Funding Program proposal includes activities that align with nine of the Homelessness Action Plan initiatives; and WHEREAS, on Sept. 27, 2024, the city received a notification from the California Department of Housing and Community Development of an award in the full amount requested; and WHEREAS, the Department of Housing and Community Development requires that 50% of the funds be expended by June 30, 2025, 100% of the funds be obligated by June 30, 2025, and 100% of the funds be expended by June 30, 2027; and WHEREAS, the city's Encampment Resolution Funding Program proposal identified Interfaith Community Services and Community Resource Center as partners and subcontractors; and WHEREAS, the proposed professional services agreements (Exhibit 2, Attachments A and B) are consistent with the Encampment Resolution Funding Program proposal and the city's Homelessness Action Plan; and WHEREAS, the Purchasing Officer has reviewed and is recommending that the City Council approve an exemption from the Purchasing Ordinance's competitive procurement requirements for professional services per Carlsbad Municipal Code Section 3.28.ll0(N), in order to timely commence performance under the grant agreement and due to the limited qualified subcontractors in the region. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. 2. That the above recitations are true and correct . That the City Manager or designee is hereby authorized to execute professional services agreements with Interfaith Community Services and Community Resource Center to provide services identified in the approved Encampment Resolution Funding Grant to assist individuals and households experiencing homelessness in the City of Carlsbad (Attachments A and B). 3. That an exemption from the Purchasing Ordinance's professional services procurement requirements, per Carlsbad Municipal Code Section 3.28.llO(N), is approved (Attachment C). PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 28th day of January 2025, by the following vote, to wit: AYES: NAYS: ABSTAIN: ABSENT: Blackburn, Bhat-Patel, Acosta, Shin. Burkholder. None. None. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 PSA25-001HML AGREEMENT FOR OUTREACH, CASE MANAGEMENT AND PEER SUPPORT SERVICES- ERF-3-R VEHICULAR HOMELESS OUTREACH PROGRAM INTERFAITH COM.MUNITV SERVICES, INC. THIS AGREEMENT is made and entered into as of the ~ day of o 2025, by and between the City of Carlsbad, California, a municipal corporation ("City" nd Interfaith Community Services, Inc., a California not-for-profit corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in providing outreach, case management, and peer support services to homeless residents living in vehicles in the City of Carlsbad. B. Contractor has the necessary experience in providing professional services and advice related to all of the areas set forth in recital A. C. Contractor was included in the City's grant proposal to the California lnteragency Council on Homelessness for these services and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective from the date first above written until June 30, 2027. No extensions will be granted. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the Agreement term will be one million five hundred seventy-three thousand four hundred twenty-five dollars ($1,573,425.00). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement as approved by the City Manager or designee. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". Page 1 City Attorney Approved Version 5/22/2024 PSA25-001HML Page 2 City Attorney Approved Version 5/22/2024 Upon contract execution, Contractor shall submit an invoice to City for 60% of the total Agreement amount. Once these funds are expended Contractor may submit an invoice for the remaining Agreement amount. Once the funds are expended, but no later than June 30, 2026, Contractor shall submit an invoice for the remaining Agreement amount. Failure to timely submit an invoice for the remaining Agreement amount will result in forfeiture of those funds and City’s return of such funds to the California Department of Housing and Community Development. All funds must be expended by June 30, 2027. Any funds not expended by this date must be returned to City. All proceeds from any interest-bearing account established by the Contractor for the deposit of funds must be used for eligible activities related to this agreement as approved by City.  6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 41 of 74 PSA25-001HML Page 3 City Attorney Approved Version 5/22/2024 subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 42 of 74 PSA25-001HML Page 4 City Attorney Approved Version 5/22/2024 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.” 10.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of five (5) years from the date of final payment under this Agreement. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 43 of 74 PSA25-001HML Page 5 City Attorney Approved Version 5/22/2024 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City: For Contractor: Name Chris Shilling Name Greg Anglea Title Homeless Services Manager Title Chief Executive Officer Dept Housing & Homeless Services Address 550 West Washington Avenue CITY OF CARLSBAD ESCONDIDO, CA 92025 Address 1200 Carlsbad Village Dr. Phone 760-489-6380 Carlsbad, CA 92008 Email gangela@interfaithservices.org Phone 442-339-2284 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 44 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 6 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 19. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 20. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 21. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 45 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 7 product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 22. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 23. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 24. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 25. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 46 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 8 26. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 27. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. /// /// /// /// /// /// /// /// /// /// /// /// Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 47 of 74 Docusign Envelope ID: 419DE69C-5315-4F9C-B783-046930CEA005 PSA25-001HML 28. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. Executed by Contractor this 2,-Z,~ day of _ _,(.._..)?M'--__ V---__ ~-+--+-~' 2025. CONTRACTOR Interfaith Community Services, Inc., a California non-profit corporation By: (sign here) Greg Angela, Chief Executive Officer (print name/title) By: (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California Geoff Patnoe, City Manager ATTEST: If required by City, proper notarial acknowledgment of execution by contractor must be attached . .!f..E. corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney BY: aµu,~ f'rosf Allegra Frost, Senior Assistant City Attorney City Attorney Approved Version 5/22/2024 Page 9 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 10 EXHIBIT “A” SCOPE OF SERVICES A. Services and Approach 1. Contractor shall adhere to the Regional Task Force on Homelessness (RTFH) CoC Community Standards, and abide by the strategies set forth in City of Carlsbad's Homeless Action Plan, and any amendments thereto, which takes a community focused and collaborative approach to addressing the needs of those experiencing or at-risk of homelessness within the City of Carlsbad. 2. Contractor shall work collaboratively with City staff and partners to identify Participants living in vehicles need of homeless services within the encampment areas, including making and receiving referrals from City staff and partners. 3. All Participant interactions and interventions shall be based on a Housing First approach, incorporating evidence-based practices such as critical time intervention, intensive case management, cognitive behavioral intervention, trauma-informed care, motivational interviewing, positive youth development, and harm reduction. 4. Assist Participants to identify and access shelter and housing options such as: emergency shelters, reunification with family or friends, independent living associations, private rentals, shared housing, rapid re-housing, and permanent supportive housing resources. 5. Participants who are actively engaging with the Vehicular Homeless Outreach program shall continue to receive outreach services and support until they are connected with permanent housing and exit homelessness. 6. Prioritize shared housing with Participants whenever possible. 7. Provide Participants with motel vouchers for stays of no more than 28 consecutive days when appropriate. 8. Utilize flexible funding to help Participants eliminate barriers to housing. 9. Assist Participants with vehicle storage or disposal as needed. 10. Use diversion strategies with all Participants as appropriate. 11. Screen Participants using the Coordinated Entry Common Assessment Tool as appropriate. Provide ongoing follow-up and Homeless Management Information System (HMIS) updates to maintain Participants on the Coordinated Entry Community Queue. 12. Spend 50-75% of weekly working hours re-engaging and providing case management to Participants previously encountered. 13. Maintain a minimum caseload of 10 Participants and a maximum caseload of 25 Participants at any given time. Ensure at least 60% of Participants on the caseload are actively working on activities or goals that directly assist the Participant in progressing toward housing. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 49 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 11 14. Actively attempt to engage with individuals at least once every 3 days. If a participant disengages or disappears, they shall be moved to inactive after 90 days. In the event that the Participant becomes engaged again, the outreach worker will continue to implement the service support plan without any punitive consequences. 15. Require all program staff to participate in the annual Point-In-Time Count, from the City of Carlsbad’s site. B. Staffing and Training 1. Staffing 1.1 Contractor shall ensure strongly qualified staff are dedicated to the Vehicular Homeless Outreach Program and shall expedite the hiring and training of staff upon contract execution and if a vacancy occurs during the term of the contract. Contractor shall notify the City of Carlsbad’s Housing & Homeless Services Department within three business days from when a vacancy occurs, with a timeline for filling the position. 1.2 Selected staff shall have at least one year of experience working with people experiencing homelessness in a role with functions and responsibilities similar to those required for the Vehicular Homeless Outreach Program. 1.3 It is strongly desired that staff be bilingual English and Spanish. 1.4 Outreach Workers: Minimum of two full-time positions. As part of a multi-disciplinary team, the outreach workers shall provide outreach and care coordination to people experiencing homelessness in the City of Carlsbad, who are living in vehicles within the City’s Encampment Resolution Program area, which is attached as Exhibit “B” (“Participants”). 1.5 Peer Support Specialist: Minimum of one full-time position. As part of a multi-disciplinary team, the peer support specialist shall provide peer support while working in conjunction with the outreach workers. The Peer Support Specialist shall assist Participants with system navigation and accessing basic needs assistance. 1.6 Each staff member shall be available to work a minimum of 40 hours per week with availability on weekends. Schedules should be designed to include early morning or late evening hours throughout the week to contact Participants when they are parked and available. Schedules must be approved by City. All holidays observed by City may be excluded, if desired by Contractor and agreed upon by the City. Permanent schedule change requests must be submitted to the City with 30 days written notice and must be mutually agreed upon by both parties. 2. Training 2.1 Contractor shall provide City of Carlsbad’s Housing & Homeless Services Department a staff training plan within 30 days of contract execution that includes how the Contractor shall achieve the training requirements specified in section 2.2: 2.2 Ensure each staff member receives training in the following areas, within the first 6 months of employment: Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 50 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 12 a. Cultural Competency b. Documentation/HMIS c. Motivational Interviewing d. Assertive Engagement e. Trauma Informed Care f. Harm Reduction g. First Aid/CPR h. Substance Use Disorders i. Overdose Response j. Mental Health First Aid k. Mental Health Recovery l. Self-Care and Vicarious Trauma m. Professional Boundaries n. Coordinated Entry o. By Name List Approach p. Safety q. Ethics r. Effective Goal Setting s. Mandated Reporting t. Community Outreach Standards u. Policy Guidelines for Regional Response for Addressing Unsheltered Homelessness and Encampments 2.3 Contractor shall make the curriculum for the required trainings available for the City’s review upon request. C. Meetings and Communication 1. Contractor shall maintain continuous communication with the City of Carlsbad’s Housing & Homeless Services Department and attend meetings convened by the City to coordinate the Vehicular Homeless Outreach Program, including but not limited to: 1.1 Attend 100% of Encampment Resolution Funding Program coordinating and case conferencing meetings. The City of Carlsbad’s Housing & Homeless Services Department shall be notified at least 2 business days prior to any meeting in which there is an unavoidable need to be absent. 1.2 Attend at least 75% of City organized partner collaboration meetings and abide by privacy and participation policies as determined by City. 1.3 Attend monthly meetings with City staff to review and discuss programmatic needs. 2. Maintain responsive and timely communication, both written and verbal, with City staff. 3. Work collaboratively with City staff to maximize partnerships with community service providers and community organizations to cultivate resources and stay connected to the changing needs of the community. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 51 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 13 D. Outcomes 1. Within 3 months of contract execution, complete a minimum of 10 unduplicated shelter placements, and move one person into housing. 2. Within 12 months of contract execution, complete a minimum of 40 unduplicated shelter placements, and 25 housing placements. 3. Within 24 months of contract execution, complete a minimum of 80 unduplicated shelter placements, and 75 housing placements. 4. By June 15, 2027, complete a minimum of 150 unduplicated shelter placements, and 112 housing placements. 5. At least 27% of Participants will exit to a successful destination that includes both temporary and permanent housing. E. Data 1. Contractor shall share Participant Homeless Management Information System (“HMIS”) data (without personally identifiable information) as part of the City of Carlsbad By-Name List. 2. Accurate and thorough documentation shall be completed in a timely manner. The Homeless Management Information System (HMIS) shall be used to track Participants including documenting Case Notes, Exit Locations, and GPS mapping Participant locations. Maintain data on each program Participant and program milestones and outcomes and provide reports to City each quarter on the 15th day of month following the end of the quarter, including quarterly and cumulative annual data per fiscal year. All reports must be in a format to the satisfaction of City’s Housing & Homeless Services Department. Provide at minimum documentation of the following data points within quarterly reports: 2.1 Number of unduplicated Participants assisted 2.2 Number of contacts (touchpoints) 2.3 Number of Participants placed in emergency shelter or other temporary locations with HMIS ID 2.4 Number of Participants placed in permanent housing with HMIS ID 2.5 Number and types of interventions and services performed 2.6 Demographic data on Participants F. Budget and Expenditure Reporting 1. Contractor shall operate within the budget set forth in Exhibit “C”. 1.1 If there is a possibility that any portion of the total fee payable for the Services under the Agreement is not expended by the date of contract termination, City and Contractor agree to mutually decide how such excess funds will be allocated in the budget. In such case, Contractor agrees to draft an amended budget (a new Exhibit C) to re-allocate the excess funds, which will require a contract amendment subject to approval by the city manager or designee. 1.2 City and Contractor further agree to discuss and mutually determine any necessary changes to the budget during the lifetime of the Agreement. In the event of a mutually agreeable Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 52 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 14 budget modification, Contractor agrees to draft an amended budget (a new Exhibit C), which will require a contract amendment subject to approval by the city manager or designee. 2. Contractor shall provide an accounting of monthly expenditures by the 15th of each month to the City of Carlsbad’s Housing & Homeless Services Department. This shall include accompanying documentation for funds expended, which shall include but not be limited to documentation of timecards, mileage, office supplies, bus fare expenses, and flex funds receipts. G. General 1. Contractor shall comply with the requirements of the Drug-Free Workplace Act of 1990 (Gov. Code, Section 8350 et seq.) and have a drug-free workplace by taking the following actions: 1.1 Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355, subdivision (a)(1). 1.2 Establish a Drug-Free Awareness Program, as required by Government Code Section 8355, subdivision (a)(2) to inform employees about all the following: 1.2.1 The dangers of drug abuse in the workplace 1.2.2 Contractor’s policy of maintaining a drug-free workplace 1.2.3 Any available counseling, rehabilitation, and employee assistance program 1.2.4 Penalties that may be imposed upon employees for drug abuse violations 1.2.5 Provide, as required by Government Code Section 8355, subdivision (a)(3), that every employee that works under this Agreement: a. Will receive a copy of Contractor’s drug-free policy statement, and b. Will agree to abide by the terms of the drug-free policy as a condition of employment. 2. Contractor shall maintain a written grievance procedure, including a formal process for Participants to provide feedback and to resolve conflicts experienced within the program. 3. Contractor shall comply with all routine monitoring and program audits as requested by City. Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 53 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 15 EXHIBIT “B” CITY OF CARLSBAD ENCAMPMENT RESOLUTION AREA Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 54 of 74 PSA25-001HML City Attorney Approved Version 5/22/2024 Page 16 EXHIBIT “C” BUDGET Activity Amount Personnel $675,000.00 Fringe Benefits $202,500.00 Flexible Funds $270,000.00 Motel Vouchers $200,000.00 Storage $25,000.00 Reunification/Diversion $36,000.00 Operating $90,000.00 Administrative Fees $74,925.00 Total $1,573,425.00 Docusign Envelope ID: 419DE69C-5315-4F9C-B7B3-046930CEA005 Jan. 28, 2025 Item #14 Page 55 of 74 Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 PSA25-002HML AGREEMENT FOR OUTREACH, CASE MANAGEMENT AND PEER SUPPORT SERVICES- ERF-3-R VEHICULAR HOMELESS OUTREACH PROGRAM COMMUNITY RESOURCE CENTER ~~m THIS AGREEMENT Is made and entered into as of the _2_~-U~---day of 2025, by and between the City of Carlsbad, California, a municipal corporation ("City") Community Resource Center, a California not-for-profit organization, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in providing housing services to homeless residents living in vehicles in the City of Carlsbad. B. Contractor has the necessary experience in providing professional services and advice related to all of the areas set forth in recital A. C. Contractor was included in the City's grant proposal to the California lnteragency Council on Homelessness for these services and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective from the date first above written until June 30, 2027. No extensions will be granted. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the Agreement term will be one million fifty- seven thousand eight hundred sixty-seven dollars and fifty cents ($1,057,867.50). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement as approved by the City Manager or designee. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". Page 1 City Attorney Approved Version 5/22/2024 PSA25-002HML Page 2 City Attorney Approved Version 5/22/2024 Upon contract execution, Contractor shall submit an invoice to City for 60% of the total Agreement amount. Once 50 % of the total funds are expended Contractor may submit an invoice for the remaining Agreement amount. Once these funds are expended, but no later than June 30, 2026, Contractor shall submit an invoice for the remaining Agreement amount. Failure to timely submit an invoice for the remaining Agreement amount will result in forfeiture of those funds and City’s return of such funds to the California Department of Housing and Community Development. Homelessness. All funds must be expended by June 30, 2027. Any funds not expended by this date must be returned to City. All proceeds from any interest-bearing account established by the Contractor for the deposit of funds must be used for eligible activities related to this agreement as approved by City.  6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 57 of 74 PSA25-002HML Page 3 City Attorney Approved Version 5/22/2024 subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 58 of 74 PSA25-002HML Page 4 City Attorney Approved Version 5/22/2024 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.” 10.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 59 of 74 PSA25-002HML Page 5 City Attorney Approved Version 5/22/2024 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City: For Contractor: Name Chris Shilling Name John Van Cleef Title Homeless Services Manager Title Chief Executive Officer Dept Housing & Homeless Services Address 650 2nd Street CITY OF CARLSBAD ENCINITAS, CA 92024 Address 1200 Carlsbad Village Dr. Phone 760-230-6309 Carlsbad, CA 92008 Email johnvancleef@crcncc.org Phone 442-339-2284 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 60 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 6 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 19. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 20. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 21. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 61 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 7 product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 22. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 23. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 24. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 25. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 62 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 8 26. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 27. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. /// /// /// /// /// /// /// /// /// /// /// /// Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 63 of 74 Docusign Envelope ID: ADE5851 C-3028-44DD-938F-F5560BCBACC0 PSA25-002HML 28. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. Executed by Contractor this 2,J ),-r day of ~ 2025. CONTRACTOR Interfaith Community Services, Inc., a non- profit corporation By: (sign here) John Van Cleef, Chief Executive Officer (print name/title) By: (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: Geoff Patnoe, City Manager ATTEST: If required by City, proper notarial acknowledgment of execution by contractor must be attached. li2_ corporation. Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM : CINDIE K. McMAHON, City Attorney BY: 4(JLq:£ Frost Deputy/Assistant City Attorney City Attorney Approved Version 5/22/2024 Page 9 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 10 EXHIBIT “A” SCOPE OF SERVICES . A. Services and Approach 1. Contractor shall adhere to the Regional Task Force on Homelessness (RTFH) CoC Community Standards, and abide by the strategies set forth in City of Carlsbad's Homeless Action Plan, and any amendments thereto, which takes a community focused and collaborative approach to addressing the needs of those experiencing or at-risk of homelessness within the City of Carlsbad. 2. All Participant interactions and interventions shall be based on a Housing First approach, incorporating evidence-based practices such as critical time intervention, intensive case management, cognitive behavioral intervention, trauma-informed care, motivational interviewing, positive youth development, and harm reduction. 3. Assist Participants with obtaining housing, increasing income through employment and/or benefits, and enhancing participants' life skills (i.e. educational, and budgeting). Creatively and collaboratively problem-solve with Participants to address other barriers that may interfere with their housing stability. 4. Provide housing search assistance and landlord engagement to identify and secure rental units for all Vehicular Homeless Outreach Program (VHOP) Participants. 5. Provide rental assistance, utility deposits, move-in assistance, and case management to Participants for up to 24 months. Create individualized Housing Stability Plans (HSP) designed to help Participants reduce functional and other barriers to obtaining and maintaining housing. HSPs should be developed at intake and reviewed once the client is housed and at a minimum every 45 days. HSPs should include focused SMART goals in three core areas: housing, financial, and health/wellness. The plan should be reviewed at every meeting with a Participant to ensure the Participant is on track to meet their identified goals. The main components of each plan should include: outline of goals pertaining to housing; outline of roles and expectations of household; outline of roles and expectations of Case Manager; and timelines for each step. The plan should be adjusted as needed at the discretion of the Contractor. 6. Rapid Re-Housing Case Managers must meet with Participants a minimum of twice per month. 7. Use diversion strategies with all Participants as appropriate. 8. Prioritize shared housing with landlords and Participants whenever possible. 9. Require all program staff affiliated with this agreement to participate in the annual Point-In-Time Count, from the City of Carlsbad’s site. B. Staffing and Training 1. Staffing 1.1 Contractor shall ensure strongly qualified staff are dedicated to the Vehicular Homeless Outreach Program and shall expedite the hiring and training of staff upon contract execution Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 65 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 11 and if a vacancy occurs during the term of the contract. Contractor shall notify the City of Carlsbad’s Housing & Homeless Services Division within 3 business days from when a vacancy occurs, with a timeline for filling the position. 1.2 Selected staff shall have at least one year of experience working with people experiencing homelessness in a role with functions and responsibilities similar to those required for the Vehicular Homeless Outreach Program. 1.3 It is strongly desired that staff are bilingual in English and Spanish. 1.4 Housing Coordinator: Minimum of one full-time position. As part of a multi-disciplinary team, the Housing Coordinator shall provide housing search assistance, landlord engagement, and secure a variety of permanent housing units to move residents experiencing homelessness from the Encampment Resolution Program area, which is attached as Exhibit “B” (“Participants”) into housing. The Housing Coordinator will provide support to Participants regardless of enrollment in the Rapid Re-Housing portion of the contract. 1.5 Rapid Re-Housing Case Manager: Minimum of one full-time position. Provide Participants with supportive services and care coordination to stabilize in housing and ensure long-term housing retention. 1.6 Each staff member shall be available to work a minimum of 40 hours per week with availability on weekends. Schedules must be approved by City. All holidays observed by City may be excluded, if desired by Contractor and agreed upon by the City. Permanent schedule change requests must be submitted to the City with 30 days written notice and must be mutually agreed upon by both parties. 2. Training 2.1 Contractor shall provide City of Carlsbad’s Housing & Homeless Services Division a staff training plan within 30 days of contract execution that includes how the Contractor shall achieve the training requirements specified in section 2.2: 2.2 Ensure each staff member receives training in the following areas, within the first 6 months of employment: a. Cultural Competency b. Documentation/HMIS c. Motivational Interviewing d. Professional Boundaries and Ethics e. Coordinated Entry f. Effective Goal Setting g. Mandated Reporting h. Housing First i. Progressive Engagement/Critical Time Intervention Approaches j. Trauma-Informed Care k. Harm Reduction l. Tenant Rights m. Conflict Resolution/Mediation/Negotiation n. Federal, State, and Local Fair Housing Laws o. HUD Housing Quality Standards (HQS) Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 66 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 12 p. Lead-Based Paint Visual Inspections. 2.3 Contractor shall make the curriculum for the required trainings available for the City’s review upon request. C. Meetings and Communication 1. Contractor shall maintain continuous communication with the City of Carlsbad’s Housing & Homeless Services Division and attend meetings convened by the City to coordinate the Vehicular Homeless Outreach Program, including but not limited to: 1.1 Attend 100% of Encampment Resolution Funding Program coordinating and case conferencing meetings. The City of Carlsbad’s Housing & Homeless Services Division shall be notified at least 2 business days prior to any meeting in which there is an unavoidable need to be absent. 1.2 Attend at least 75% of City organized partner collaboration meetings and abide by privacy and participation policies as determined by City. 1.3 Attend monthly meetings with City staff to review and discuss programmatic needs. 2. Maintain responsive and timely communication, both written and verbal, with City staff. 3. Work collaboratively with City staff to maximize partnerships with community service providers and community organizations to cultivate resources and stay connected to the changing needs of the community. D. Outcomes Contractor shall achieve the following outcomes during the term of the Agreement: 1. Assist at least 22 households experiencing homelessness with ERF rapid re-housing housing assistance and stabilization support. 2. Assist at least 100 Participants with identifying a permanent housing destination through case management and housing coordinator support which may include any HUD defined permanent housing outcome. 3. Identify sufficient housing inventory to meet a variety of housing needs including and prioritizing; independent living facilities, shared housing, affordable housing properties, rooms for rent and standard rental units. Establish a method of making this information available and accessible to VHOP staff and current Participants. 4. Maintain a 70% housing move-in and positive exit rate for rapid re-housing Participants. 5. Ensure that at least 70% of all rapid re-housing Participants enrolled in the program secure permanent housing within 60 days of enrollment. 6. Ensure at least 50% of rapid re-housing Participants increase their household income in the program. Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 67 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 13 7. Ensure at least 85% of rapid re-housing Participants that exit to permanent housing retain their housing for at least 12 consecutive months. 8. Ensure at least 50% of all RRH participants who are eligible for CalAIM are connected to case management, services and supports. E. Data 1. Contractor shall share Participant Homeless Management Information System (“HMIS”) data (without personally identifiable information) as part of the City of Carlsbad By-Name List. 2. Accurate and thorough documentation shall be completed in a timely manner. The Homeless Management Information System (HMIS) shall be used to track Participants including documenting Case Notes, Exit Locations, and GPS mapping Participant locations. Maintain data on each program Participant and program milestones and outcomes and provide reports to City each quarter on the 15th day of month following the end of the quarter, including quarterly and cumulative annual data per fiscal year. All reports must be in a format to the satisfaction of City’s Housing & Homeless Services Department. Provide at minimum documentation of the following data points within quarterly reports: 2.1 Number of landlords engaged and the number of units identified 2.2 Number of Participants screened and consented to housing services 2.3 Number of Participants screened and denied or declined program entry 2.4 Number and percentage of total Participants placed into permanent housing 2.5 Average length of time from program enrollment to permanent housing 2.6 Average cost of housing support per rapid re-housing household 2.7 Number and percentage of households that increased income 2.8 Number and percentage of households that return to homelessness within a year of exit to permanent housing. 2.9 Number and percentage of eligible participants connected to CalAIM case management, services and supports. F. Budget and Expenditure Reporting 1. Contractor shall operate within the budget set forth in Exhibit “C”. 1.1 If there is a possibility that any portion of the total fee payable for the Services under the Agreement is not expended by the date of contract termination, City and Contractor agree to mutually decide how such excess funds will be allocated in the budget. In such case, Contractor agrees to draft an amended budget (a new Exhibit C) to re-allocate the excess funds, which will require a contract amendment subject to approval by the city manager or designee. 1.2 City and Contractor further agree to discuss and mutually determine any necessary changes to the budget during the lifetime of the Agreement. In the event of a mutually agreeable budget modification, Contractor agrees to draft an amended budget (a new Exhibit C), which will require a contract amendment subject to approval by the city manager or designee. 2. Contractor shall provide an accounting of monthly expenditures by the 15th of each month to the City of Carlsbad’s Housing & Homeless Services Division. This shall include accompanying Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 68 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 14 documentation for funds expended, which shall include but not be limited to documentation of timecards, mileage, office supplies, flex funds, and rental payment receipts. G. General 1. Contractor shall comply with the requirements of the Drug-Free Workplace Act of 1990 (Gov. Code, Section 8350 et seq.) and have a drug-free workplace by taking the following actions: 1.1 Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355, subdivision (a)(1). 1.2 Establish a Drug-Free Awareness Program, as required by Government Code Section 8355, subdivision (a)(2) to inform employees about all the following: 1.2.1 The dangers of drug abuse in the workplace 1.2.2 Contractor’s policy of maintaining a drug-free workplace 1.2.3 Any available counseling, rehabilitation, and employee assistance program 1.2.4 Penalties that may be imposed upon employees for drug abuse violations 1.2.5 Provide, as required by Government Code Section 8355, subdivision (a)(3), that every employee that works under this Agreement: a. Will receive a copy of Contractor’s drug-free policy statement, and b. Will agree to abide by the terms of the drug-free policy as a condition of employment. 2. Contractor shall maintain a written grievance procedure, including a formal process for participants to provide feedback and to resolve conflicts experienced within the program. 3. Contractor shall comply with all routine monitoring and program audits as requested by City. Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 69 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 15 EXHIBIT “B” CITY OF CARLSBAD ENCAMPMENT RESOLUTION AREA Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 70 of 74 PSA25-002HML City Attorney Approved Version 5/22/2024 Page 16 EXHIBIT “C” BUDGET Activity Amount Personnel $390,000.00 Fringe Benefits $117,000.00 Housing Assistance $410,492.86 Operating $90,000.00 Administrative Fees $50,374.64 Total $1,057,867.50 Docusign Envelope ID: ADE5851C-3028-44DD-938F-F5560BCBACC0 Jan. 28, 2025 Item #14 Page 71 of 74