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HomeMy WebLinkAbout2025-12-02; City Council; Resolution 2025-255RESOLUTION NO. 2025-255 . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AWARDING A MAINTENANCE SERVICES AGREEMENT TO URBAN CORPS OF SAN DIEGO COUNTY FOR CITYWIDE LITTER REMOVAL AND STORM DRAIN INSPECTION AND CLEANING SERVICES IN AN AMOUNT NOT TO EXCEED $1,750,145 OVER A POTENTIAL SIX-YEAR TERM WHEREAS, the City Council of the City of Carlsbad, California, has determined it necessary and in the public interest to perform citywide litter removal and storm drain inspection and cleaning services to maintain a clean and well-functioning storm drain system; and WHEREAS, Urban Corps of San Diego County, or Urban Corps, is a non-profit corporation and is a certified public or quasi-public agency and has current Community Conservation Corps status in accordance with California Public Resources Code 14507.5; and WHEREAS, Carlsbad Municipal Code Section 3.28.110(F) states that a bidding exemption, as determined by the awarding authority, can be made when the goods, services and/or professional services are obtained from or through an agreement with any governmental, public or quasi-public agency; and WHEREAS, on Sept. 26, 2025, the city’s Purchasing Officer reviewed and supported the bidding exemption request; and WHEREAS, Urban Corps has submitted a proposal to the city to provide citywide litter removal services from roadways and to clean and inspect storm drains; and WHEREAS, the City of Carlsbad had previously entered into agreements with Urban Corps, Resolution Nos. 2015-045 and 2020-018, and the agreements were fulfilled successfully; and WHEREAS, staff recommend awarding Urban Corps a two-year agreement, with the option of up to two additional two-year extensions, for citywide litter removal and storm drain inspection and cleaning services, in an amount not to exceed $1,750,145 over the potential six-year term; and WHEREAS, the cost of the agreement is not to exceed $257,302 for the first year of the agreement; and WHEREAS, the agreement allows for annual increases in the compensation for services to match the San Diego County Consumer Price Index, or CPI, up to a maximum of 5% per year, whichever is lower; and Exhibit 1 Dec. 2, 2025 Item #3 Page 5 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C WHEREAS, sufficient funds are available in the Storm Drain Maintenance Operating Budget for fiscal year 2025-26 to fund this agreement; and WHEREAS, future funding will be subject to the annual budget development process. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1.That the above recitations are true and correct. 2. That the City Council has determined that the proposed action is not a “project” as defined by California Environmental Quality Act, or CEQA, Section 21065 and CEQA Guidelines Section 15378(a) and does not require environmental review under CEQA Guidelines Section 15060(c)(2) because the action is limited to the awarding of a service agreement to provide litter removal and storm drain inspection and cleaning services. The action has no potential to cause either a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment. 3.That the City Council approves the exemption to the public bidding process pursuant to Carlsbad Municipal Code Section 3.28.110(F). 4.That the Mayor of the City of Carlsbad is hereby authorized and directed to execute the agreement in Attachment A between Urban Corps of San Diego County and the City of Carlsbad for citywide litter removal and storm drain inspection and cleaning services. 5.That the City Manager, or designee, is authorized to execute subsequent two-year extensions for up to a total of six years of service, if funds are available for those years. Dec. 2, 2025 Item #3 Page 6 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 2nd day of December, 2025, by the following vote, to wit: AYES: Blackburn, Bhat-Patel, Acosta, Burkholder, Shin. NAYS: None. ABSTAIN: None. ABSENT: None. ____________________________________ KEITH BLACKBURN, Mayor _____________________________________ SHERRY FREISINGER, City Clerk (SEAL) Dec. 2, 2025 Item #3 Page 7 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 1 MAINTENANCE SERVICES AGREEMENT FOR CITYWIDE LITTER REMOVAL AND STORM DRAIN INSPECTION AND CLEANING SERVICES WITH URBAN CORPS OF SAN DIEGO COUNTY THIS AGREEMENT (“Agreement”) is made and entered into as of the ______________ day of _________________________, 2025, but effective January 11, 2026, by and between the City of Carlsbad, California, a municipal corporation and California charter city ("City") and Urban Corps of San Diego County, a not-for-profit corporation, ("Contractor"). RECITALS A.City requires the services of a contractor that is experienced in citywide litter removal and storm drain inspections and cleaning services (“Services”). B.Contractor is duly qualified and has the necessary experience to provide the Services. C.Contractor is recognized as a quasi-government agency and exempt from the bidding process. D.Under the Carlsbad Municipal Code Section 3.28.100 (F), a bidding exemption, as determined by the awarding authority, can be made when goods, services and/or professional services are obtained from or through agreement with any governmental, public or quasi-public agency. The Purchasing Officer has reviewed and supports the bidding exemption in a memorandum signed and dated August 13, 2025. E.The Contractor submitted a proposal to the City and affirmed its willingness and ability to perform the 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 (“Services”) described and delineated in Exhibit “A”. To the extent that any of the terms in the Exhibits(s), including any attachments, conflict with the terms in this Agreement, in whole or in part, the terms of this Agreement control. 2.TERM The term of this Agreement will be effective for a period of two (2) year(s) from the date first above written to January 10, 2028. The City Manager may amend the Agreement to extend it for two (2) additional two (2) year(s) or parts of a year. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Attachment A Dec. 2, 2025 Item #3 Page 8 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C December 3rd MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 2 3. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed two hundred fifty-seven thousand three hundred two dollars ($257,302). Compensation during the second year of the Agreement term may be adjusted, by amending the Agreement by an annual increase based on the preceding 12-month percentage change in the Consumer Price Index, San Diego Area as reported by the Bureau of Labor Statistics or 5.0%, whichever is lower. Total fee payable for the services during the two-year Agreement term shall not exceed five hundred twenty-seven thousand four hundred sixty-nine dollars ($527,469). If the City elects to extend the Agreement beyond the initial two-year term, the total fee payable for services during any Agreement year may be increased based on the preceding 12-month percentage change in the Consumer Price Index, San Diego Area as reported by the Bureau of Labor Statistics or 5.0%, whichever is lower. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. Payment terms are Net 30 unless otherwise provided in Exhibit “A” or agreed to in writing by the parties. 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”. 4. PUBLIC WORKS (INTENTIONALLY OMITTED) 5. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the City’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification-subcontractor. Contractor is responsible for obtaining Contractor’s own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to Contractor for use of Procore. It is recommended that Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFIs, submittals, schedules, change orders, project documents, Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 9 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 3 as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve the contractor of any other requirements as may be specified in this Agreement. 6. BONDS (INTENTIONALLY OMITTED) 7. 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 the 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. 8. 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. 9. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 10. 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 attorney’s fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 10 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 4 misconduct of the Contractor, any 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 California Civil Code section 2782.8), then, and only to the extent required by California 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, attorneys fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation program 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. 11. 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. 11.1 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. 11.1.1 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. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 11 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 5 11.1.2 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. 11.1.3 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. 11.1.4 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. 11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 If Contractor maintains higher limits than the minimums shown above, 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 City. 11.2.4 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. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 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. 11.5 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. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 12 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 6 12. 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. 13. 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. 14. 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 Dmitry Johnson Name Yolanda Maeder Title Public Works Supervisor Title Project Manager Dept Public Works Address PO Box 80156 City of Carlsbad San Diego, CA 92138 Address 405 Oak Ave Phone 619-235-6884 Carlsbad, CA 92008 Email Yolanda.maeder@urbancorps.org Phone 760-801-6548 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. 15. 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 ☒ 16. 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. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 13 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 7 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. 17. 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. 18. DISCRIMINATION, HARASSMENT, AND RETALIATION PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination, harassment, and retaliation. 19. 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. 20. 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. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 14 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 8 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 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. 21. 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. 22. 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 attorneys 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. 23. JURISDICTIONS AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California without regard to, or application of choice of law principles. Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 24. NO ATTORNEYS FEES AND COSTS. Except as otherwise specifically provided in this Agreement, if there is any litigation, mediation, arbitration or other dispute resolution proceedings arising out of this Agreement, each Party shall for its own attorney and other professional fees, costs and expenses. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 15 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 9 25. LIQUIDATED DAMAGES (INTENTIONALLY OMITTED) 26. 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. 27. 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. 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. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 16 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 10 IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first written above. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California URBAN CORPS OF SAN DIEGO COUNTY, a California non-profit corporation By: By: (sign here) KEITH BLACKBURN, Mayor Anne Bernstein, Interim Chief Executive Officer (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Assistant City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President 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: _____________________________ Assistant City Attorney Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 17 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 11 EXHIBIT A SCOPE OF SERVICES AND FEE CITYWIDE LITTER REMOVAL AND STORM DRAIN INSPECTION AND CLEANING SERVICES Contractor to provide litter removal and storm drain inspection services for the City of Carlsbad at various locations as scheduled by the Contract Manager. Contractor will provide right-of-way litter removal series provided by three (3) Urban Corps staff members, defined as, one (1) supervisor and two (2) Corps members; scheduled five (5) days per week; and storm drain litter removal and inspections services provided by two (2) Urban Corps staff members defined as, one (1) Supervisor, and one (1) Corps member; 4 days per week. General Staffing 1. Schedule excludes eleven (11) city holidays; one (1) Urban Corps of San Diego County holiday. 2. Start time and end time of daily assignments will be determined by the Contract Administrator, shifts are generally eight (8) hours including drive time to and from the Urban Corps of San Diego County home office. 3. Crews must have the ability to read a maps, safely lift up to 50 pounds unassisted, read, write and speak English. 4. Contractor will provide a mobile phone to the supervisor of each crew. 5. Contractor will provide all personal protective equipment, vehicles, tools, traffic control devices, 55-gallon heavy-duty trash bags and uniforms necessary to complete assigned liter removal and storm drain inspection services. Right-of-way Litter Removal Services 1. Contractor will Inspect and remove all anthropogenic litter along predetermined, contract administrator approved right-of-way routes. 2. Contractor will patrol five to nine miles of main arterial roadways per day, removing trash as needed. 3. Contractor will remove all anthropogenic litter, debris and sediment from, but not limited to: the city right-of-way, bus stops, parking lots, easements, and various city owned properties. 4. Contractor will complete inspection form provided by city. Inspection forms filled out legibly, with accurate accounting of inspection. 5. Contractor, if directed by the contract administrator, will provide photos with placard; as documentation of work. 6. Contractor will dump all materials removed during litter removal services at a designated city site. Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 18 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C MSA26-3979TRAN City Attorney Approved Version 6/30/2025 Page 12 7. All inspections, cleanings, and general labor services will be scheduled as determined by the contract administrator. 8. Citywide litter removal will include bus stops and abandon bulky items removal. 9. Contractor will provide additional labor services on an as needed and as determined by the contract administrator. Storm Drain Litter Removal and Inspection Services Contractor to provide litter removal services as indicated above for the City of Carlsbad storm drain conveyance system litter removal efforts, but will also dedicate staff to completing inspections as directed by the contract administrator, including but not limited to: 1. Contractor to inspect approximately 588 curb outlets, 656 outfalls, and 190 headwalls on an ongoing basis. 2. Contractor will remove anthropogenic debris and sediment from accessible storm drain conveyance systems locations. 3. Contractor will complete inspection form(s) provided by city. 4. Contractor will keep accurate accounting of all debris removed from the city’s storm drains. 5. Contractor will report to the contract administrator daily of all storm drain related litter removal and debris removed and identified during patrol and inspections. 6. Contractor will assist with storm related activities, e.g., sandbagging, post storm clean-up and brow ditch clearing services. Description Quantity (EA) Maximum Hours Hourly Rate Annual Cost Litter-Supervisor 1.0 2080 $31.50 $65,520 Litter-Corps Member Labor 2.0 2080 $23.60 $98,176 Vehicle Fuel $80/month $960.00 Total Annual Right-of-Way Litter Removal Costs Removal Cost $164,656 Storm Drain-Supervisor 1.0 1664 $31.50 $52,416 Storm Drain-Corps Member Labor 1.0 1664 $23.60 $39,270 Vehicle Fuel $80/month $960.00 Total Annual Storm Drain Litter Removal and Inspections Cost $92,646 Total not-to-exceed for year - $257,302 Docusign Envelope ID: BCE53857-BCC8-4B94-AAB3-33923D6754B9 Dec. 2, 2025 Item #3 Page 19 of 21 Docusign Envelope ID: 0487235C-8C71-4394-B8CD-5CBA5C7FFB5C