Loading...
HomeMy WebLinkAbout2023-11-14; City Council; Resolution 2023-278RESOLUTION NO. 2023-278 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING STAFF TO ISSUE A REQUEST FOR PROPOSALS TO USE OPIOID SETTLEMENT FUNDS FOR HIGH IMPACT ABATEMENT ACTIVITIES AS DIRECTED IN ASSOCIATED SETTLEMENT AGREEMENTS WHEREAS, on July 21, 2021, the National Prescription Opiate Litigation Multidistrict Litigation Plaintiffs' Executive Committee, several state attorneys general, including the California Attorney General, and four major defendants announced an agreement on the terms of a nationwide settlement to resolve opioid litigation brought by states and local governments against the three largest pharmaceutical distributors: McKesson, Cardinal Health and AmerisourceBergen, and manufacturer Janssen Pharmaceuticals, Inc. and its parent company Johnson & Johnson; and WHEREAS, on December 14, 2021, the City of Carlsbad City Council approved a resolution authorizing the City Attorney to sign the necessary documents for the City of Carlsbad to participate in the National Opioid Settlements; and WHEREAS, the National Opioid Settlements and National Prescription Opiate Litigation Settlements provide substantial funds for the abatement of the opioid epidemic in California and throughout the United States, and they require changes in the way that the settling defendants conduct their business; and WHEREAS, at least 50% of the National Opioid Settlements proceeds received by the city in each calendar year must be spent on one or more High Impact Abatement Activities as defined in the settlement agreements; and WHEREAS, the City of Carlsbad Finance, Police, Fire and Housing & Homeless Services departments have worked together to identify a scope of services that meets the local needs and satisfies the expenditure requirements of the National Opioid Settlements; and WHEREAS, City staff have prepared the attached Request for Proposals (Attachment A) for use of the National Opioid Settlements funds for substance abuse outreach and education services with the target populations of local schools and people experiencing homelessness, which complies with the terms of the National Opioid Settlements. 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 city staff are authorized to issue a Request for Proposals (Attachment A) to utilize National Opioid Settlements funds for high abatement activities as directed in associated settlement agreements. PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 14th day of November, 2023, by the following vote, to wit: AYES: NAYS: ABSTAIN: ABSENT: Blackburn, Bhat-Patel, Acosta, Burkholder, Luna. None. None. None. KEITH BLACKBURN, Mayor SHERRY FREISINGER, City Clerk (SEAL) Attachment A DRAFT Request for Proposals RFP 23-XX Substance Use Disorder Outreach & Education Month Day, 2023 PROPOSAL RESPONSE DEADLINE: Friday, Month Day, 2023 at 5 p.m. CITY OF CARLSBAD Housing & Homeless Services Department ATTN: Chris Shilling, Homeless Services Manager 3096 Harding Street Carlsbad, CA 92008 THE CITY OF CARLSBAD ENCOURAGES THE PARTICIPATION OF MINORITY- AND WOMEN OWNED BUSINESSES City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 2 Table of Contents Request for Proposals to Provide Services ................................................................................................ 3 Available Funding .................................................................................................................................... 3 Background ............................................................................................................................................. 3 Timeline for Submission and Award ......................................................................................................... 3 Scope of Services ..................................................................................................................................... 4 Proposals ................................................................................................................................................. 5 Conflict of Interest ................................................................................................................................... 6 Prohibited Contracts ................................................................................................................................ 6 Review of Proposals ................................................................................................................................. 6 Award of Agreement................................................................................................................................ 7 Technical Assistance, Clarification, and Addenda ...................................................................................... 7 Right to Reject Proposals ......................................................................................................................... 7 Additional City Requirements ................................................................................................................... 8 Submittal Process .................................................................................................................................... 8 EXHIBIT “A” ........................................................................................................................................... 20 City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 3 Request for Proposals to Provide Services The City of Carlsbad is soliciting proposals for an organization to provide substance use disorder outreach and education services to youth and people experiencing homelessness. The contract is expected to commence on July 1, 2024, for an initial term of one year, with the option to extend for four additional one-year periods. Available Funding The City of Carlsbad will receive National Opioid Settlements funding for these services. It is anticipated that approximately $80,000 will be available annually for the high impact abatement activities identified herein. Background The City of Carlsbad is part of nationwide settlements to resolve opioid-related litigation brought by states and local governments against the three largest pharmaceutical distributors: McKesson, Cardinal Health and AmerisourceBergen and manufacturer Janssen Pharmaceuticals Inc. and its parent company Johnson & Johnson. At least 50% of the settlement proceeds received by the city in each calendar year must be spent on one or more “high impact abatement activities,” as defined in the settlements. The City of Carlsbad intends to utilize the funds for the following services: •Addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by substance use disorder; •Diversion of people with substance use disorder from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice and harm reduction; •Interventions to prevent drug addiction in vulnerable youth; and •Prevention, outreach and community education (including youth and parents). (This activity must be less than 50% of the funding.) Timeline for Submission and Award Activity Date Public Notice announcing Request for Proposal Month Day, 2023 Final Date for Submissions of Questions Month Day, 2023 Proposal Submission Deadline Month Day, 2023 by 5:00 PM Interviews (if needed) Month Days, 2023* Staff Selection of Funding Award Month Day, 2023* *Dates are tentative. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 4 Scope of Services The City seeks to partner with an organization that will provide substance use disorder outreach and education services to youth and people experiencing homelessness. Outreach and education will focus on providing connections to care for people who have—or who are at risk of developing—Opioid Use Disorder (OUD) and any co-occurring Substance Abuse Disorder/Mental Health (SUD/MH) conditions through evidence-based or evidence-informed programs. It is anticipated that services will be provided at least 3-5 days per week for 20-40 hours. However, applicants should propose a schedule they believe will be most effective based on the model required and funding available. Proposals shall describe how the applicant will approach the implementation of the following requirements: •Conduct outreach and other engagement activities to identify eligible individuals and households, including households in shelter programs and affordable housing properties. •Work collaboratively to screen and assess referrals from the Carlsbad Police Department, Carlsbad Fire Department and Carlsbad Housing & Homeless Services Department. •Work as part of a multidisciplinary team to coordinate client care. Attend and participate in regularly scheduled outreach and care conferencing meetings. •Collaborate with regional Emergency Department social workers, substance use disorder counselors, and mental health practitioners to facilitate continuum of care and system navigation for clients. •Conduct outreach and engagement from a harm reduction approach, developing rapport while identifying risks and needs. •Conduct in-the-field screening and provide assessment and ongoing reassessments. •Develop personalized strengths-based plans to reduce the negative physical and psychological impacts of drugs and alcohol. Help develop informal support systems as appropriate. •Provide linkage to and support of engagement with recovery support services, such as vocational, educational, or crisis care services. Develop plans to reduce barriers to City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 5 maintaining sobriety including; sober living, transportation, support groups, outpatient treatment and other needs as appropriate. •Provide referral and coordination into Medication Assisted Treatment (MAT), detox and other treatment options. •Collaborate across applicable agencies, providers and programs to enhance service and referral capacity. •Provide outreach, presentations and resources to middle and high schools that serve Carlsbad residents to provide education and programs that discourage or prevent drug misuse. •Provide ongoing mentoring and family stabilization for middle and high school youth with drug related offenses, or who have been identified as high risk. •Maintain a written grievance procedure, including a formal process for participants to provide feedback and to resolve conflicts experienced within the program. •Complete accurate and thorough documentation in a timely manner. Maintain documentation of client meetings and interactions, including conversations and progress towards goals. •Maintain regular communication with Housing & Homeless Services Department staff. Provide the Housing & Homeless Services Department with monthly data reports of services provided and outcomes. Proposals Proposals should describe an effective approach to provide substance use disorder outreach and education services in the City of Carlsbad. The response should not exceed fifteen pages (8 ½” x 11”), not including budget or other attachments. Proposals should include at a minimum the following elements: 1.Description of relevant prior experience/qualifications. 2.Description of the proposed program, including how all items in the Scope of Services will be achieved. 3.Timeline for implementation of program and projected outcomes. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 6 4.Projected year one line-item budget and budget narrative. Note if match and any other in-kind supports, or if leveraging other existing resources such as detox or treatment bed priority, is planned. Due to the limited funding available, the city will weight higher those projects that provide match or leveraged resources in this scoring criteria. Conflict of Interest No person performing services for the city, in connection with the establishment of any agreements or any projects resulting from this solicitation, shall have a financial or other personal interest other than employment or retention by the city, in any contract or subcontract in connection with this solicitation or any resulting project. Prohibited Contracts The city shall not contract with and shall reject any RFP's submitted by the persons or entities specified below, unless the City Council finds that special circumstances exist which justify the approval of such a contract. •Persons employed by the city or public agencies for which the City Council is the governing body; •Profit-making firms or businesses in which city employees described in this solicitation serve as officers, principals, partners or major shareholders; •Persons who, within the immediately preceding twelve (12) months, came within the provisions of this solicitation and who (1) were employed by the city in positions of substantial responsibility in the area of service to be performed by the contract, or (2) participated in any way in developing the contract or its service specifications; •Profit-making firms or businesses in which the former city employees described in this solicitation serve as officers, principals, partners or major shareholders; and •A person who currently serves on a city board or commission per CMC 2.15.030. The submitter certifies that the consultant firm has complied with the above provisions and that any ensuing contract will be valid. Review of Proposals Proposals will be reviewed for completeness and according to the city’s evaluation criteria. Incomplete and/or late proposals may be disqualified. The city will review and evaluate all proposals for responsiveness to this RFP to determine whether the respondent possesses the professional qualifications necessary for the satisfactory performance of the services required. The city will also investigate qualifications of all respondents to whom the award is considered and may request clarification of proposals directly from one or more proposers. In accordance City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 7 with the Carlsbad Municipal Code, the city will award the contract(s) based on a “best value” evaluation. In reviewing the proposals, the city will consider the following evaluation criteria: Criteria Weight Organization’s Experience and Qualifications 25% Approach to the Scope of Services 25% Proposed project schedule and outcomes 25% Adequate budget to meet Scope of Services 25% Under the city’s best value evaluation method, the contractor with the lowest cost may not be awarded this contract. Responsive contractors may be asked to attend an interview to help the city in its evaluation. Award of Agreement Upon completion of the review period, the city will notify the applicant whose proposal will be considered for further evaluation and negotiation. Any delay caused by the applicant's failure to respond to direction from the city may lead to a rejection of the proposal. If the city determines, after further evaluation and negotiation, to award the agreement, a professional services agreement will be sent to the successful applicant for the required signatures. No proposal shall be binding upon the city until after the agreement is signed by duly authorized representatives of both the service provider and the city. The city reserves the right to reject any or all proposals, and to waive any irregularity in a proposal. The award of the agreement will be based upon a total review and analysis of each proposal and projected costs. Technical Assistance, Clarification, and Addenda Requests for clarifications regarding this RFP should be emailed to Chris Shilling chris.shilling@carlsbadca.gov by 5 p.m. on Month Day, 2023. Clarifications and substantive changes in the submittal requirements, if any, will be posted on the city’s e-bidding site no later than Month Day, 2023 by 5 p.m. Right to Reject Proposals The city reserves the right to: 1) accept or reject any or all proposals received; 2) waive any non-substantive deficiency or irregularity; 3) negotiate with any qualified proposer; 4) award a contract in what it believes to be the best interest of the city; 5) cancel this request, in part or its entirety, if it is deemed to be in the best interest of the city; 6) reject the proposal of any proposer who has previously failed to perform properly; 7) reject the proposal of any proposer City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 8 who has failed to complete a contract within the specified timeframe; and/or 8) reject the proposal of any proposer that is not in a position to fulfill a resulting contractual obligation. This Request for Proposals (RFP) does not commit the city to award any contract, pay any pre-award expenses, or pay any costs incurred in the preparation of a proposal. Additional City Requirements The contractor selected will be required to enter into a professional service agreement with the city. A sample agreement is attached for your reference as Attachment A. The form of this agreement will not be subject to negotiations; therefore, if you are not able to sign this agreement do not submit a proposal. Contractor will also be required to execute other documents appropriate to this project, including insurance requirements. Submittal Process The Request for Proposal is available on the city’s website through PlanetBids only. You must register as a document holder to receive updates and notices: https://www.planetbids.com/portal/portal.cfm?CompanyID=27970 City of Carlsbad website: https://www.carlsbadca.gov/departments/finance/contracting- purchasing/bids If you have questions regarding PlanetBids, please contact Shea Sainz, Senior Contract Administrator, at Shea.Sainz@carlsbadca.gov or 442-339-2467. ELECTRONIC FORMAT RECEIPT AND OPENING OF RFPs: Submittals will be received in electronic format (eBids) at the City of Carlsbad’s electronic bidding (eBidding) site at City of Carlsbad - Contracting & Purchasing and are due by the date and time specified on the cover of the solicitation. BIDS MUST BE SUBMITTED BY DUE DATE AND TIME. Once the deadline is reached, no further submissions are accepted. BIDDERS MUST BE PRE-REGISTERED with the city’s bidding system and possess a system- assigned Digital ID in order to submit an electronic bid. The city’s bid/electronic bidding (eBidding) system will automatically track information submitted to the site including IP addresses, browsers being used and the URLs from which information was submitted. In addition, the city’s bidding system will keep a history of every login instance including the time of login, and other information about the user's computer configuration such as the operating system, browser type, version, and more. Because of these City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 9 security features, Proposers who disable their browsers’ cookies will not be able to log in and use the city’s bidding system. Upon entry of their proposal, the system will ensure that all required fields are entered. The system will not accept a proposal for which any required information is missing. This includes all essential documentation and supporting materials and forms requested or contained in these solicitation documents. Proposals remained sealed until the due date and time. E-Bids and eProposal’s are transmitted into the city’s bidding system via hypertext transfer protocol secure (https) mechanism using SSL 128-256-bit security certificates issued from Verisign/Thawte which encrypts data being transferred from client to server. Proposals submitted prior to the due date and time are not available for review by anyone other than the submitter, who will have until the due date and time to change, rescind or retrieve its proposal should they desire to do so. Proposals must be submitted by due date and time. Once the deadline is reached, no further submissions are accepted into the system. Once the due date and time has passed, bidders, proposers, the general public, and city staff are able to immediately see the results online. City staff may then begin reviewing the submissions for responsiveness, compliance and other issues. Proposals may be withdrawn by the proposer prior to, but not after, the time set as due date and time. Important note: Submission of the electronic proposal into the system may not be instantaneous. Due to the speed and capabilities of the user’s internet service provider, bandwidth, computer hardware and other variables, it may take time for the proposer’s submission to upload and be received by the city’s eBidding system. It is the proposer’s sole responsibility to ensure their proposals are received on time by the city’s eBidding system. The City of Carlsbad is not responsible for proposals that do not arrive by the due date and time. Electronic submissions carry full force and effect. The proposer, by submitting their electronic proposal, agrees to and certifies under penalty of perjury under the laws of the State of California, that the certification, forms and affidavits submitted as part of this proposal are true and correct. Proposals are public records. Upon receipt by the city, proposals shall become public records subject to public disclosure. It is the responsibility of the Proposer to clearly identify any confidential, proprietary, trade secret or otherwise legally privileged information contained within the proposal’s general references to sections of the California Public Records Act will not suffice. If the proposer does not provide applicable case law that clearly establishes that the requested information is exempt from the disclosure requirements of the Public Records Act, City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 10 the city shall be free to release the information when required in accordance with the Public Records Act, pursuant to any other applicable law, or by order of any court or government agency, and the proposer agrees to hold the city harmless for any such release of this information. Thank you for your interest, and we look forward to reviewing your proposal. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 11 SAMPLE AGREEMENT – (DO NOT COMPLETE AT THIS TIME) THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 20___, by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and ______________________________, a _______________, ("Contractor"). RECITALS A.City requires the professional services of a _______________________________ that is experienced in _______________. B.Contractor has the necessary experience in providing professional services and advice related to ___________________________. C.Contractor has submitted a proposal to City 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 for a period of ________ from the date first above written. The City Manager may amend the Agreement to extend it for ____ additional ______ year City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 12 periods or parts thereof. 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. 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 initial Agreement term will be ____________ dollars ($_________). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed ________________________________________ dollars ($_________) per Agreement year. 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". 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. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 13 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 indemnify and hold harmless the City and its officers, 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 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. 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. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 14 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the 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. 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. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 15 10.2.3 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 three (3) years from the date of final payment under this Agreement. 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. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 16 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. For City For Contractor Name Name Title Title Department Address City of Carlsbad Address Phone No. Email Phone No. 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 in all categories. Yes No 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 City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 17 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.DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 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. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 18 Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event 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 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. 23.JURISDICTION AND VENUE 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. City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 19 24.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. 25.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. 26.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. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) [INSERT TITLE OF PERSON AUTHORIZED TO SIGN (City Manager or Mayor or Division Director as authorized by the City Manager)] (print name/title) ATTEST: By: City of Carlsbad RFP 23-XX Substance Use Disorder Outreach & Education Due: Month Day, 2023 by 5:00 p.m. PST 20 (sign here) SHERRY FREISINGER 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 EXHIBIT “A” SCOPE OF SERVICES Itemized List of what Contractor will do for City and at what price.