Agenda, regular meeting, second session — Del Mar City Council, June 5, 2023 (part 1 of 4)

Table of Contents
2023-6-5 Regular Meeting Agenda.pdf
Item 1 - Minutes.pdf
Item 2 - List of Demands.pdf
Item 4 - SB 1 Funding for Annual Pavement Rehab.pdf
Item 5 - Professional Services Agreements with DMVA.pdf Item 6 - Professional Services Agreement with DMCC for Senior Support Services.pdf Item 7 - Professional Services Agreement with RTFH.pdf
Item 8 - Funding and Service Agreement with DMCC.pdf
Item 9 - Agreement for Workers' Compensation Services.pdf Item 10 - Lagoon Committee Appointment.pdf
Item 11 - Agenda Report - CM Eval & Comp Adjustment.pdf Item 12 - Water Shortage Contingency Plan-Drought Ordinance Amendment.pdf Item 13 - Parking LCPA.pdf
Item 14 - Introduction of SB 9 Ordinance.pdf
Item 15 - Building Electrification Ordinance Update.pdf 2 10
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Del Mar City Council Meeting Agenda
City of Del Mar, Town Hall
1050 Camino del Mar, Del Mar, California
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us Civility Works: The Del Mar Code of Civil Discourse: Together we will promote inclusion; listen to understand; show respect; be clear and fair; and focus on the issue.

Regular Meeting
Monday, June 5, 2023 at 4:30 PM
Public Participation/Comment: Members of the public can participate in City Council meetings remotely and in-person.

Anyone may address the City Council for up to three minutes, at the Mayor’s discretion, on items on the agenda. Members of the public wishing to speak on items not on the agenda may do so under Public Oral Communications. Agenda items may be addressed in any order at the discretion of the Mayor. When addressing the Council, please state your name for the record. Any electronic presentations must be received before 9 a.m. on the date of the Council meeting. No PowerPoint presentations can be loaded during the meeting.

In-Person Participation: Please submit a completed “Speaker Slip”, including the item number you wish to speak on, to the City Clerk prior to the Mayor announcing the agenda item. The forms are located near the door at the rear of the Meeting Room. When called to speak, please approach the podium and state your name for the record.

Remote Participation: Members of the public can participate in the meeting remotely using the Zoom link and/or dial-in information provided below. Those wishing to comment live should join the Zoom meeting when the item(s) they wish to speak on is announced or at the meeting start time for items not on the agenda. Zoom Link:
https://us02web.zoom.us/j/84790910014; Phone: (669) 900- 6833; Meeting ID: 847 9091 0014
Written Comments: Members of the public can participate in the meeting by submitting a written red dot comment via email to [email protected]. The deadline to submit written comments is 12 p.m. on the day of the meeting and the subject line of your email should clearly state the agenda item you are commenting on.

Viewing the Meeting and Access to Agenda Materials: Members of the public can watch the meeting live on the City’s website at: http://delmar.12milesout.com/Video/Live and on Cable TV Spectrum Ch. 24, AT&T Ch. 99 starting at 4:30 PM. Agenda materials and communications from the public on agenda items, “Red Dots”, are available on the City’s website:
http://www.delmar.ca.us/AgendaCenter and a hard copy of the agenda materials are available at Del Mar City Hall and the Del Mar Library during their business hours.

Assistance for Persons with Disabilities: In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Administrative Services Department at 1050 Camino del Mar or by calling (858) 755-9313.

Notification of at least 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

Tracy Martinez
Mayor
Dan Quirk
Deputy Mayor
Dave Druker
Council Member
Terry Gaasterland
Council Member
Dwight Worden
Council Member
Ashley Jones
City Manager
Leslie E. Devaney
City Attorney
Nestor Machado
Acting City Clerk
Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 2
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us I. CALL TO ORDER/ROLL CALL
II. CITY ATTORNEY CLOSED SESSION REPORT
III. PLEDGE OF ALLEGIANCE
IV. PUBLIC ORAL COMMUNICATIONS
Each person wishing to speak before the City Council on any matter not on the agenda shall submit a “Speaker Slip” to the City Clerk or raise their hand in Zoom when Public Oral Communication is announced. Each speaker will have up to three (3) minutes to speak at the discretion of the Mayor and may be asked clarifying questions. Information received during Public Oral Communication may be received, placed on a future agenda, or referred to the City Manager by the City Council. State law generally precludes the City Council from discussing or acting upon any topic presented during oral communications that is not described on the posted agenda.

Note: there is a time limit of 30 minutes for this section of public communications and each speaker will be heard in the order of the submission of their speaker slip. Speakers who have turned in a speaker slip prior to the time oral communications was called on the agenda, but were not heard during the initial time period shall be called to speak at the end of the agenda.

V. CITY COUNCIL COMMENTS
VI. COMMUNITY ANNOUCEMENTS
VII. CITY MANAGER’S REPORT
VIII. CONSENT CALENDAR
All items listed on the Consent Calendar are considered to be routine and will be acted upon with one motion. There will be no separate discussion of these items unless a member of the City Council or the public so requests, in which event, the item will be pulled from the Consent Calendar and considered separately after the motion to approve the Consent Calendar. If you wish to remove an item from the Consent Calendar, please submit a “Speaker Slip” to the City Clerk or raise your hand in Zoom.

1. Approval of Minutes: May 15, 2023 Regular and Special Meeting Recommended Action: Approve Minutes.

Reference: Clerk’s Minutes Book

2. Ratification of List of Demands, dated June 5, 2023
Recommended Action: Ratify the List of Demands.

Reference: Clerk’s File No. 201-3
Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 3
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us

3. Waiver of Reading of Ordinances on Agenda
Recommended Action: Waive Reading of Ordinances.

Reference: Clerk’s File No. 401-4

4. Approval of Fiscal Year 2023-24 Senate Bill 1 Funding for the City’s Annual Pavement Rehabilitation Project
Recommended Action: Staff recommends that the City Council adopt a Resolution (Attachment A) adopting the list of projects that includes the Fiscal Year (FY) 2023-24 Citywide Annual Pavement Rehabilitation Project to be funded by Senate Bill 1 (SB 1) from the State of California.

Reference: Clerk’s File No. 401-7, 901-5

5. Agreements with the Del Mar Village Association for Destination Marketing and Economic Development
Recommended Action: Staff recommends that the City Council:
1) Approve an Agreement with the Del Mar Village Association (DMVA) for an initial three year term from July 1, 2023, through June 30, 2026, for Destination Marketing (Attachment A); 2) Approve an Agreement with the DMVA for an initial three year term from July 1, 2023, through June 30, 2026, for Economic Development Services (Attachment B); and 3) Authorize the City Manager to execute the Agreements.

Reference: Clerk’s File No. 406-1, 1202-16

6. Agreement with Del Mar Community Connections for Senior Support Services
Recommended Action: Staff recommends that the City Council: 1) Approve an Agreement with Del Mar Community Connections (DMCC) for senior support services (Attachment A) for an initial three-year term from July 1, 2023, through June 30, 2026; and 2) Authorize the City Manager to execute the Agreement.

Reference: Clerk’s File No. 406-1, 1202-15

7. Agreement with the Regional Task Force on Homelessness for Point-In- Time Count Services
Recommended Action: Staff recommends that the City Council: 1) Approve an Agreement with the Regional Task Force on Homelessness (RTFH) for Point-InTime Count Services (Attachment A) for an initial three-year term from July 1, Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 4
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us 2023, through June 30, 2026, and 2) Authorize the City Manager to execute the Agreement.

Reference: Clerk’s File No. 406-1

8. Funding and Service Agreement with Del Mar Community Connections for the Del Mar Rental Assistance Program
Recommended Action: Staff recommends that the City Council: 1) Approve a Funding and Service Agreement with Del Mar Community Connections (DMCC) for management and administration of the Del Mar Rental Assistance Program until the Program naturally terminates due to attrition (Attachment A); and 2) Authorize the City Manager to execute the Agreement.

Reference: Clerk’s File No. 406-1, 1202-15

9. Agreement with CorVel Enterprise Comp, Inc. for Workers’ Compensation and Claims Administration Services
Recommended Action: Staff recommends that the City Council: 1) Approve a Professional Services Agreement with CorVel Enterprise Comp, Inc. (Attachment A) to provide third party workers’ compensation and claims administration services; and 2) Authorize the City Manager to execute the Agreement.

Reference: Clerk’s File No. 406-1, 502-4

10. Lagoon Committee Appointment
Recommended Action: The City Council Liaisons to the Lagoon Committee recommend that the City Council appoint Jeffrey Barnouw to the Lagoon Committee as a voting member to serve a full three-year term starting July 1, 2023, and ending on July 31, 2026.

Reference: Clerk’s File No. 401-5

11. Recommended Compensation Adjustment Related to the City Manager’s Performance Evaluation
Recommended Action: The City Council Human Resources Subcommittee recommends that the City Council adopt the Resolution (Attachment A) approving changes to the City Manager’s compensation effective December 13, 2022, and updating the Management, Professional, Confidential salary schedule to reflect those changes (Exhibit A to Attachment A).

Reference: Clerk’s File No. 502-1
Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 5
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us IX. PUBLIC HEARING

12. Adoption of Water Shortage Contingency Plan and Introduction of an Ordinance Amending Chapter 21.70 of the Del Mar Municipal Code to Revise Emergency Water Management Water Shortage Response Levels Recommended Action: Staff recommends that the City Council: 1) Adopt the City’s Water Shortage Contingency Plan (WSCP) (Attachment A) and authorize future administrative updates via the City Manager; and 2) Hold a public hearing and introduce an Ordinance (Attachment B) amending the Del Mar Municipal Code (DMMC) Chapter 21.70 to revise water shortage responses to align with the six standard water shortage levels as required by the California Water Code.

Reference: Clerk’s File No. 401-4, 401-9, 907-10

13. Introduction of an Ordinance to Amend Prospective Ordinance No. 982 and Adoption of a Resolution to Amend the City’s Local Coastal Program Land Use Plan Pursuant to California Coastal Commission Action on May 10, 2023, Approving a Conditional Certification Order with Required Modifications (All Relating to the Parking Amendments under DMMC Chapter 30.80 Adopted by the City Council in December 2021) Recommended Action: Staff recommends that the City Council take the following actions to approve changes required by the California Coastal Commission (CCC) as a condition of final certification of the City’s parking-related Local Coastal Program Amendment application (Zone Code Amendment ZA21-001/Local Coastal Program Amendment LCPA21-001) including:
1) Introduction of an Ordinance (Attachment A) to amend the previously adopted City Ordinance No. 982 (See Attachment D for Ordinance changes in strikeout- underline form); and
2) Adoption of a Resolution (Attachment B) to amend the Land Use Plan of the City’s certified Local Coastal Program (LCP), consistent with the parking regulations under the Del Mar Municipal Code in accordance with the CCC conditional approval letter (Attachment C).

Reference: Clerk’s File No. 305-1, 401-4, 401-9, 905-3

14. An Ordinance to Regulate Two Unit Residential Development and Urban Lot Split Projects in Accordance with California Senate Bill 9 (SB 9) Recommended Action: Staff recommends that the City Council introduce an Ordinance (Attachment A) adding Del Mar Municipal Code (DMMC) Chapters

30.93, 24.66, 23.07; amending DMMC Chapters 30.75, 30.10, 30.11, 30.12,

30.13, 30.14, and 30.15; and adopting a Local Coastal Program Amendment to establish procedures, objective development standards, and objective design Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 6
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us standards to regulate Two Unit Residential Development and Urban Lot Split projects in accordance with California Senate Bill 9 (SB 9).

Reference: Clerk’s File No. 305-1, 401-4, 401-7, 401-9
X. COUNCIL MEETING RECESS
XI. CITY COUNCIL OTHER BUSINESS

15. Building Electrification Ordinance Update & Proposed Sustainability Advisory Committee Work Plan Amendment
Recommended Action: Staff recommends that City Council put the development of a building electrification ordinance on hold until there is more clarity on the impacts of a recent State Court ruling regarding building electrification; and authorize staff to work with the Sustainability Advisory Committee (SAC) on the development of a Balloon Ban Ordinance in the interim.

Reference: Clerk’s File No. 401-4, 401-5, 1001-3
XII. REGIONAL ORGANIZATION REPORTS
A Councilmember assigned as a liaison to a regional organization may make a written or oral report. State law precludes the Council from commenting on, discussing, or acting on a report unless the item of business within the report is described in the agenda.

A. 22nd District Agricultural Association Community Relations Committee (Gaasterland/Martinez)
B. Clean Energy Alliance JPA (CEA) Board of Directors (Druker/Worden) C. CSA-17 Ambulance District Advisory Board (Martinez/Quirk) D. Fire Governance Board, Solana Beach/Del Mar/Encinitas (Quirk/Martinez) E. League of California Cities – San Diego Chapter (Martinez/Worden) F. North County Transit District (NCTD) (Druker/Gaasterland) G. Regional Solid Waste Association (Worden/Quirk)
H. San Diego Association of Governments Board (SANDAG)
(Gaasterland/Martinez/Druker
I. SANDAG Borders Committee (Druker)
J. SANDAG Regional Planning Committee (Gaasterland)
K. SANDAG Shoreline Preservation Working Group
(Worden/Gaasterland/Martinez)
L. San Diego Metropolitan Wastewater Commission/JPA (Worden/Quirk/Druker) M. San Dieguito River Valley Regional Open Space Park JPA –Executive Committee (Worden/Quirk)
N. Other Regional Organization Reports
Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 7
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us XIII. COUNCIL COMMITTEES/SUBCOMMITTEES/COMMUNITY ORG REPORTS A Councilmember assigned as a liaison to a City Committee, Council Subcommittee OR Community Organization may make a written or oral report. State law precludes the Council from commenting on, discussing, or acting on a report, unless the item of business within the report is described in this agenda.

A. Arts Advisory Committee (Druker/Worden)
B. Clean Water Rate Project
C. Del Mar Community Connections (Martinez/Worden)
D. Del Mar Village Association (Gaasterland/Martinez)
E. Finance Committee (Druker/Worden)
F. Housing Subcommittee (Gaasterland/Martinez)
G. Human Resources Subcommittee (Druker/Worden)
H. Legislative Subcommittee (Druker/Gaasterland/Mayor Martinez end of 3rd Quarter)
I. Measure Q Citizen Oversight Committee (Gaasterland/Quirk) J. Parks and Recreation Committee (Martinez/Worden)
K. Del Mar Railroad Committee (Druker/Gaasterland)
L. Lagoon Committee (Quirk/Worden)
M. Sea-Level Rise Adaptation Plan Implementation Subcommittee (Gaasterland/Martinez)
N. Shores Advisory Committee
O. Sustainability Advisory Committee (Martinez/Worden)
P. Traffic and Parking Advisory Committee (Quirk/Worden) Q. Undergrounding Project Advisory Committee (Druker/Gaasterland) R. Other Committee-Subcommittee Reports
XIV. UPCOMING AGENDA ITEMS
The following topics/items are tentatively planned for upcoming agendas. The title, wording, and planned date for these items are subject to change. Final agendas are posted at City Hall 72 hours in advance of the meetings and are also posted on our web site with the accompanying staff report. Please watch our web site:
www.delmar.ca.us for City Council Agendas.

June 19, 2023
Second Reading of SB 9 Ordinance
Second Reading of Parking LCPA Ordinance with California Coastal Commission Modifications Second Reading of Emergency Water Management Program Ordinance Approval of Agreement for Third Party Administrator For General Liability Claims Management Approval of Professional Services Agreement for Communication Services City Hall Copier Lease
State Mandated Annual Fire Inspections
Adoption of the FY 2023-24 & 2024-25 Operating and Capital Budget Del Mar City Council Regular Meeting June 5, 2023
Agenda Page 8
1050 Camino del Mar, Del Mar, CA 92014 www.delmar.ca.us Agreements for FY 2023-24 & 2024-25 Community Support Funding Planning Commission Interviews and Appointment
Design Review Board Interviews and Appointment
XV. CERTIFICATION
I, Nestor Machado, Acting City Clerk for the City of Del Mar, hereby certify that a copy of this agenda was posted at City Hall on the 1st day of June, 2023 at approximately 5:20 p.m.
___________________________________________ 6/1/2023
Nestor Machado, Acting City Clerk Date

DEL MAR CITY COUNCIL

SPECIAL MEETING MINUTES

CLOSED SESSION
MAY 15, 2023
City of Del Mar Town Hall
1050 Camino del Mar, Del Mar, California

CALL TO ORDER
Mayor Martinez called the meeting to order at 2:45 P.M.

ROLL CALL

Present: Mayor Tracy Martinez; Deputy Mayor Dan Quirk; Councilmembers Dave Druker, Terry Gaasterland and Dwight Worden

CLOSED SESSION
A) Conference with Legal Counsel - Existing Litigation
The Winston School of San Diego, Inc. v. City of Del Mar San Diego Superior Court Case No. 37-2021-00042977-CU-CO-CTL Authority: Government Code Section 54956.9(d)(1)
Reportable Action: None. Councilmember Druker was recused from participating in this item due to the proximity of his residence and the Winston School site.

B) Public Employee Performance Evaluation
Title: City Manager
Authority: Government Code Section 54957
Reportable Action: None.

ADJOURNMENT
Mayor Martinez adjourned the meeting at 3:50 P.M.

Nestor Machado, Acting City Clerk
1 June 5, 2023 Item 01

CITY OF DEL MAR

CITY COUNCIL REGULAR MEETING MINUTES
MAY 15, 2023
City of Del Mar Town Hall
1050 Camino del Mar, Del Mar California 92014
The minutes set forth the actions taken by the City Council on the matters stated. Audio/video recordings of the City Council proceedings are retained for a period of ten years, in accordance with the City's Records Retention Schedule. Audio/video recordings, as well as written materials presented to the City Council, including Red Dots (materials provided to the City Council after the agenda has published), are available on the City’s website at www.delmar.ca.us/AgendaCenter or by contacting the Administrative Services Department at (858) 755-9313.

CALL TO ORDER
Mayor Martinez called the Regular Meeting to order at 4:31 p.m.

ROLL CALL

Present: Mayor Tracy Martinez; Deputy Mayor Dan Quirk; Councilmembers Dave Druker and Terry Gaasterland.

Absent: Councilmember Dwight Worden

CITY ATTORNEY CLOSED SESSION REPORT
Acting City Attorney Richard Romero reported that Councilmember Druker was recused from Item A related to the Winston School due to the proximity of his residence to the school site and there were no reportable actions for the May 15, 2023, City Council Closed Session meeting.

PLEDGE OF ALLEGIANCE
Mayor Martinez led the Pledge of Allegiance.

PUBLIC ORAL COMMUNICATIONS
Mayor Martinez opened Public Oral Communications and the following people spoke:
1) Ken Olson
2) Judi Strang
Mayor Martinez closed the item to public comment.

CITY COUNCIL COMMENTS & COMMUNITY ANNOUNCEMENTS
Councilmember Druker reported on the upcoming La Jolla Half Marathon event. Mayor Martinez reported on Del Mar Rotary Club Chili & Quackers Fundraiser event. Councilmember Gaasterland reported on the Farmer’s Market.

CITY MANAGER’S REPORT
City Manager Ashley Jones announced upcoming Council Budget Workshop dates of May 30 and 31. 2 June 5, 2023 Item 01
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PRESENTATIONS
ITEM 1: PROCLAMATION HONORING MARTIN “MARTY” COOPER ON THE 50TH

ANNIVERSARY OF HIS INVENTION OF THE MOBILE CELL PHONE AND MANY SIGNIFICANT CONTRIBUTIONS (CLERK’S FILE NO. 1201-5 )
Mayor Martinez presented a proclamation honoring Martin “Marty” Cooper on the 50th Anniversary of his invention of the mobile cell phone.

City Council thanked Marty Cooper for his service and contributions.

Mayor Martinez opened the item to public comment and the following people spoke:
1) Jeffrey Lang
2) Jeffrey Lamon
3) Nancy Stoke
4) Lynn Gaylord
5) Eva Matteson
Mayor Martinez closed the item to public comment.

ITEM 2: 2023 SAN DIEGO COUNTY FAIR – “GET OUT THERE” PRESENTATION (CLERK’S FILE NO. 1502-10)
A presentation was provided by Chief Executive Officer Carlene Moore from the 22nd District Agricultural Association.

City Council questions and discussion focused on limiting admissions to 60,000 daily; website information for deals and discounts; ticket purchasing options; on-site medical team; and the event’s theme. City Council further discussed issues and concerns related to the FoodieLand event including admissions, entrance points, event effect on businesses, and traffic impact.

Mayor Martinez opened the item to public comment and the following person spoke:
1) Nancy Stoke
Mayor Martinez closed the item to public comment.

ITEM 3: DEL MAR BLUFFS PRESENTATION (CLERK’S FILE NO. 1404-2) A presentation was provided by researcher Adam Young in the Integrative Oceanography Division and Center for Coastal Studies at Scripps Institution of Oceanography, UC San Diego.

City Council questions focused on sea caves; clarification on presentation graphs; site specific monitoring in real time; and bluffs above the track monitoring.

Mayor Martinez opened the item to public comment and the following people spoke:
1) Carol Kerridge
2) Camilla Rang
Mayor Martinez closed the item to public comment.
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ITEM 4: DEL MAR ANNUAL PREPARATIONS FOR SUMMER SEASON (CLERK’S FILE NO. 1101-1, 1404-1, 1502-10)
A presentation was provided by Community Services Director/Lifeguard Chief Jon Edelbrock.

City Council questions focused on the City’s Junior Lifeguard Academy; parking management and enforcement services; and traffic control.

There were no public speakers for this item.

CONSENT CALENDAR
Acting City Clerk Nestor Machado read the titles of the items included on the Consent Calendar.

There were no public speakers for the consent calendar items.

IT WAS MOVED BY COUNCILMEMBER GAASTERLAND, SECONDED BY COUNCILMEMBER DRUKER TO APPROVE THE CONSENT CALENDAR ITEMS 5 THROUGH 10 AND ITEM 12. (VOTE 4-0-1, COUNCILMEMBER WORDEN ABSENT)
Ayes: Mayor Martinez, Deputy Mayor Quirk, and Councilmembers Druker, and Gaasterland; Noes:
0; Absent: Councilmember Worden; Abstain: 0.

ITEM 5: APPROVAL OF MINUTES: APPROVAL OF MINUTES: MAY 1, 2023, REGULAR AND SPECIAL MEETING (CLERK’S MINUTES BOOK)
Council approved the minutes, on consent.

ITEM 6: RATIFICATION OF LIST OF DEMANDS, DATED MAY 15, 2023 (CLERK’S FILE NO. 201-3)
Council approved the list of demands, on consent.

ITEM 7: WAIVER OF READING OF ORDINANCES ON AGENDA (CLERK’S FILE NO. 401-4) Council waived the reading of ordinances, on consent.

ITEM 8: APPROVAL OF AGREEMENT FOR ANIMAL CONTROL AND SHELTER SERVICES (CLERK’S FILE NO. 406-1)
Council approved a professional services agreement with the San Diego Humane Society to provide animal control and shelter services for an initial five-year period beginning July 1, 2023; and authorized the City Manager to execute the agreement, on consent.

ITEM 9: RESOLUTION APPROVING THE UPDATED CITY OF DEL MAR ANNEX OF THE 2023 MULTI-JURISDICTIONAL HAZARD MITIGATION PLAN (CLERK’S FILE NO. 1101-1, 1103-1)
Council adopted Resolution 2023-14, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DEL MAR, CALIFORNIA, APPROVING UPDATES TO THE MULTIJURISDICTIONAL HAZARD MITIGATION PLAN CITY OF DEL MAR ANNEX”, on consent.
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ITEM 10: ACCEPTANCE OF 2022 STATE HOMELAND SECURITY PROGRAM GRANT FUNDS (CLERK’S FILE NO. 201-13)
Council accepted $6,909 in grant funds from the Fiscal Year 2022 State Homeland Security Program (SHSP) for the purchase of a thermal imaging camera and rescue saws with additional chain for the Del Mar Fire Department; and authorized the City Manager to execute the necessary grant documents, on consent.

ITEM 11: ADOPTION OF AN AMENDED RESTORATIVE ACTION PLAN FOR 404 TORREY POINT ROAD (CLERK’S FILE NO. 301-8, 404-13)
The item was pulled from the consent calendar for public comment and questions. Bill Pate with the City Attorney’s Office provided a brief overview of the item.

Council questions focused on the status of the previous Restorative Action Plan (RAP); wording revision to Item 2 on the Amended RAP to include “namely” as noted in the Court’s judgment; removal of Item 4 from the Amended RAP; and clarification of costs.

Mayor Martinez opened the item to public comment and the following people spoke:
1) Richard Rice
2) Ken Olson
3) Mike Halpern (time donated by Erica Halpern)
4) Bill Carpenter
Mayor Martinez closed the item to public comment.

Council discussion focused on red gum eucalyptus trees that the Court found non-native and non-Design Review Board (DRB) approved.

IT WAS MOVED BY COUNCILMEMBER GAASTERLAND, SECONDED BY MAYOR MARTINEZ TO ADOPT RESOLUTION 2023-15, “A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF DEL MAR, CALIFORNIA, AMENDING THE RESTORATIVE ACTION PLAN (RAP) FOR CODE ENFORCEMENT CASE CE 19-040 AT 404 TORREY POINT ROAD PURSUANT TO THE SEPTEMBER 12, 2022 JUDGMENT OF THE SAN DIEGO SUPERIOR COURT” WITH ADDITION OF WORD “NAMELY” FOR ITEM 2, REMOVAL OF ITEM 4, AND ACKNOWLEDGING THAT JUDGE’S DECISION HAS EFFECTIVELY RESCINDED THE PREVIOUS RAP. (VOTE 4-0-1, COUNCILMEMBER

WORDEN ABSENT)
Ayes: Mayor Martinez, Deputy Mayor Quirk, and Councilmembers Druker, and Gaasterland; Noes: 0; Absent: Councilmember Worden; Abstain: 0.

ITEM 12: APPROVAL OF MISSION/PURPOSE STATEMENTS FOR CITY COUNCIL SUBCOMMITTEES (CLERK’S FILE NO. 401-1, 401-5)
Council approved the proposed mission/purpose statements for Council subcommittees as prepared by the Council subcommittees and staff, on consent.

COUNCIL MEETING RECESS:

The City Council took a meeting recess from approximately 6:45 p.m. to 7:01 p.m. 5 June 5, 2023 Item 01
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CITY COUNCIL OTHER BUSINESS
ITEM 13: CITY OF DEL MAR UTILITY UNDERGROUNDING PROGRAM UPDATE (CLERK’S FILE NO. 1001-2)
An introduction to the item was provided by City Manager Ashley Jones. A presentation was provided by Project Manager II, Martin Boyd.

Council questions focused on bidding process; program’s completion timeline; components of cost estimates; San Diego Gas & Electric’s (SDG&E) preliminary design completion of three work areas; and causes for process delays.

Mayor Martinez opened the item to public comment and the following people spoke:
1) Richard Jamison
2) Dolores Davies Jamison
3) Frank Chisari
4) Laura DeMarco
Mayor Martinez closed the item to public comment.

Council discussion focused on internal cost analysis; funding sources; prioritization of areas; sequential construction process; homeowner laterals and easements; and list of impacted homeowners contact information distribution process.

ITEM 14: APPROVAL OF A TASK ORDER WITH UTILITY SPECIALISTS SOUTHWEST, INC. TO

PERFORM UTILITY UNDERGROUND DISTRICT (UUD) FORMATION SERVICES FOR UUD 1B (STRATFORD COURT NORTH) (CLERK’S FILE NO. 406-1, 1001-2) A presentation was provided by Project Manager II Martin Boyd.

There were no public speakers for this item.

IT WAS MOVED BY COUNCILMEMBER GAASTERLAND, SECONDED BY DEPUTY MAYOR QUIRK TO: 1) APPROVE A $74,375 TASK ORDER WITH UTILITY SPECIALISTS SOUTHWEST, INC. TO PERFORM UTILITY UNDERGROUND DISTRICT (UUD) FORMATION SERVICES FOR UUD 1B (STRATFORD COURT NORTH); AND 2) AUTHORIZE THE CITY MANAGER TO EXECUTE THE TASK ORDER. (VOTE 3-0-2, COUNCILMEMBER WORDEN ABSENT; COUNCILMEMBER DRUKER

RECUSED)
Ayes: Mayor Martinez, Deputy Mayor Quirk, and Councilmember Gaasterland; Noes: 0; Absent:

Councilmember Worden and Councilmember Druker (recused); Abstain: 0.

ITEM 15: APPOINTMENT OF ARTS ADVISORY COMMITTEE COUNCIL LIAISON (CLERK’S FILE NO. 401-5)
An introduction to the item was provided by City Manager Ashley Jones.

Council questions focused on the established committee’s work plan; temporary arts program; and requirements with regard to filling the vacancy for a second Council Liaison member.

Mayor Martinez opened the item to public comment and the following person spoke. 6 June 5, 2023 Item 01
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1) Betty Wheeler (time donated by Dolores Jamison and Juliana Maxey-Allison) Mayor Martinez closed the item to public comment.

Council consensus was to hold the vacancy open; for staff to follow up with Council Liaison Worden to reconsider resignation; and they expressed strong support for the Art Committee’s continued work on the established work plan.

REGIONAL ORGANIZATION AND COUNCIL COMMITTEES/SUBCOMMITTEES/COMMUNITY

ORGANIZATION REPORTS
City Council representatives reported on the North County Transit District (NCTD); San Diego Association of Governments Board (SANDAG); and Parks and Recreation Committee.

ADJOURNMENT
Mayor Martinez adjourned the meeting at 8:42 p.m.

Nestor Machado, Acting City Clerk
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City of Del Mar
Agenda Report
________________________________________________________________________________________________________ City Council Action:

TO: Honorable Mayor and City Council Members
FROM: Karen Falk, Principal Engineer
Mariel Cairns, Management Analyst
Via Ashley Jones, City Manager
DATE: June 5, 2023
SUBJECT: Approval of Fiscal Year 2023-24 Senate Bill 1 Funding for the City’s Annual Pavement Rehabilitation Project
REQUESTED ACTION/RECOMMENDATION:

Staff recommends that the City Council adopt a Resolution (Attachment A) adopting the list of projects that includes the Fiscal Year (FY) 2023-24 Citywide Annual Pavement Rehabilitation Project to be funded by Senate Bill 1 (SB 1) from the State of California.

DISCUSSION/ANALYSIS:

SB 1, the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017), was passed by the California State Legislature and signed into law by the Governor in April 2017, creating the State’s Road Maintenance and Rehabilitation Account (RMRA). The purpose of SB 1 is to address the significant multi-modal transportation funding shortfalls statewide.

SB 1 provides supplemental funding to cities and counties for basic road maintenance, rehabilitation, and critical safety projects on the local streets and roads system. In order for cities to obtain SB 1 funds from the RMRA, the law requires cities to maintain their existing commitment of local funds for street, road, and highway purposes. The amount of this commitment is calculated pursuant to Streets & Highways Code Section 2036, and the City’s General Fund FY 2022-23 expenditures on streets and roadways have fulfilled this requirement.

In addition, SB 1 requires cities to develop a list of projects proposed to be funded by RMRA. If a city does not submit the list of projects as required each fiscal year, the city forfeits the funding. As such, the City must identify and adopt by resolution a list of projects proposed to be funded from RMRA.

For FY 2023-24, the City is eligible to receive an estimated $97,422 of RMRA funding based on SB 1 Local Streets and Roadways (LSR) FY 2023-24 Revenue Projections (Attachment B), which is subject to change by the State of California pending funds available. Staff proposes to use this RMRA funding to supplement pavement rehabilitation 1 June 5, 2023 Item 04
City Council Agenda Report
SB 1 Annual Pavement Rehabilitation Project
June 5, 2023

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costs for areas included in the FY 2023-24 Citywide Annual Pavement Rehabilitation Project. Pavement rehabilitation segments will go out to bid this summer as part of the Water, Wastewater, and Paving Improvements Capital Improvement Project. This funding will supplement the cost of asphalt overlay, pavement marking, drainage, as well as other roadway improvements at various locations. The details of the identified project that staff proposes be funded by SB 1 revenues for FY 2023-24 are listed in the following table:

Project Title Project
Description
Project Location(s) Estimated
Project
Construction
Schedule
Estimated
Project
Useful Life
FY 2023-24
Citywide
Annual
Pavement
Rehabilitation
Project
City of Del Mar
Pavement
Rehabilitation
Program
City Account:

On May 15, 2022, the City Council adopted Resolution 2022-28 adopting the list of projects that included the FY 2022-23 Citywide Annual Pavement Rehabilitation Project to receive SB 1 funding from the State of California.

FISCAL IMPACT:

There is no fiscal impact or action to be taken by the City Council related to this item. SB 1 funding for FY 2023-24 will be included in the FY 2023-24 Operating and Capital Budget for Council consideration and adoption on June 19, 2023.

ENVIRONMENTAL IMPACT:

The proposed City Council action does not constitute a “project” under the definition set forth in California Environmental Quality Act (CEQA) Guidelines Section 15378 because it will not have a potential to result in a direct or indirect physical change in the environment and is, therefore, not subject to CEQA. No further action under CEQA is required.

NEXUS TO CITY COUNCIL GOALS AND PRIORITIES:

The Annual Pavement Management Program is a Tier 1 City Council priority item.

ATTACHMENTS:

Attachment A – Resolution 2023-XX
Attachment B – LSR Projected FY 2023-24 Revenues
2 June 5, 2023 Item 04
RESOLUTION NO. 2023-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DEL

MAR, CALIFORNIA, ADOPTING A LIST OF PROJECTS FOR
FISCAL YEAR 2023-24 FUNDED BY SB 1: THE ROAD REPAIR
AND ACCOUNTABILITY ACT OF 2017
WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of the City of Del Mar (City) are aware of the projects proposed for funding in the community and which projects have been completed each fiscal year; and WHEREAS, the City must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City, will receive an estimated $97,422 in RMRA funding in Fiscal Year 2023-24 from SB 1; and
WHEREAS, this is the seventh year in which the City is receiving SB 1 funding, which will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and
WHEREAS, the City has undergone a public process to solicit public input regarding the community’s transportation priorities/project list; and WHEREAS, the City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment; and WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate roads and active transportation infrastructure throughout the City this year, as well as many similar projects into the future; and
WHEREAS, the 2018 California Statewide Local Streets and Roads Needs Assessment found that the City’s streets and roads are in good condition and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a better condition; and Attachment A
3 June 5, 2023 Item 04
Resolution No. 2023-XX

Page 2 of 3 ends

WHEREAS, the SB 1 project list and City’s overall investment in local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide; and
WHEREAS, all locations listed are an estimate and have yet to be finalized.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Del Mar, California, that:

1. The foregoing recitals are true and correct.

2. The following list of newly proposed projects will be funded in part or solely with Fiscal Year 2023-24 Road Maintenance and Rehabilitation Account (RMRA) revenues:

Project Title Project
Description
Project Location(s) Estimated Project
Construction
Schedule
Estimated
Project
Useful Life
FY 2023-24
Citywide
Annual
Pavement
Rehabilitation
Project
City of Del Mar
Pavement
Rehabilitation
Program
City Account:

40.7000.7009
Camino del Mar,
Carmel Valley
Road, Coast
Boulevard, Jimmy
Durante
Boulevard, and
minor repairs
throughout the City
Start: 08/23
Completion: 04/24
(based on the
component being
funded with RMRA
funds)
25 years
PASSED, APPROVED, AND ADOPTED by the City Council of the City of Del Mar, California, at the Regular Meeting held this 5th day of June, 2023. _____________________________________
Tracy Martinez, Mayor
City of Del Mar
APPROVED AS TO FORM:
________________________________
Leslie E. Devaney, City Attorney
City of Del Mar
4 June 5, 2023 Item 04
Resolution No. 2023-XX

Page 3 of 3 ends

ATTEST AND CERTIFICATION:

STATE OF CALIFORNIA

COUNTY OF SAN DIEGO

CITY OF DEL MAR
I, NESTOR MACHADO, Acting City Clerk of the City of Del Mar, California, DO HEREBY CERTIFY, that the foregoing is a true and correct copy of Resolution No. 2023- XX, adopted by the City Council of the City of Del Mar, California, at a Regular Meeting held the 5th day of June, 2023, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Nestor Machado, Acting City Clerk
City of Del Mar
5 June 5, 2023 Item 04

ATTACHMENT B
Local Streets and Roads - Projected FY2023-24 Revenues
Based on State Dept of Finance statewide revenue projectionsEstimated January 2023 TOTAL Road Mntnc Sec2103 (5) Sec2105 (3) Sec2106 (3) Sec2107 (3) Sec2107.5 (4) HUTA Rehab Acct TOTAL Highway Users Tax Acct (HUTA)(1) Streets & Highways Code

SAN DIEGO COUNTY
CARLSBAD 758,467 1,145,370 489,981 911,020 10,000 3,314,838 2,857,289 6,172,127 CHULA VISTA 1,816,260 2,742,754 1,166,635 2,181,570 10,000 7,917,219 6,842,191 14,759,410 CORONADO 154,719 233,642 103,771 185,838 5,000 682,970 582,854 1,265,823 DEL MAR 25,861 39,053 21,343 31,062 1,000 118,318 97,422 215,741 EL CAJON 696,693 1,052,084 450,464 836,821 10,000 3,046,061 2,624,572 5,670,634 ENCINITAS 403,661 609,572 263,016 484,850 7,500 1,768,599 1,520,665 3,289,265 ESCONDIDO 989,948 1,494,932 638,056 1,189,059 10,000 4,321,994 3,729,320 8,051,314 IMPERIAL BEACH 173,945 262,677 116,070 208,931 6,000 767,623 655,284 1,422,907 LA MESA 396,876 599,326 258,676 476,700 7,500 1,739,078 1,495,105 3,234,183 LEMON GROVE 179,241 270,673 119,458 215,292 6,000 790,664 675,233 1,465,897 NATIONAL CITY 403,372 609,136 262,831 484,503 7,500 1,767,343 1,519,578 3,286,921 OCEANSIDE 1,135,539 1,714,790 731,188 1,363,933 10,000 4,955,450 4,277,788 9,233,238 POWAY 319,956 483,169 209,471 384,310 6,000 1,402,906 1,205,334 2,608,240 SAN DIEGO 9,058,482 13,679,316 5,799,382 10,880,443 20,000 39,437,623 34,125,003 73,562,626 SAN MARCOS 617,601 932,646 399,871 741,821 7,500 2,699,439 2,326,619 5,026,059 SANTEE 389,388 588,020 253,886 467,707 7,500 1,706,501 1,466,899 3,173,400 SOLANA BEACH 84,630 127,801 58,937 101,652 3,000 376,019 318,817 694,836 VISTA 658,108 993,817 425,782 790,476 10,000 2,878,183 2,479,217 5,357,400

SAN FRANCISCO COUNTY
SAN FRANCISCO 5,734,947 8,660,408 2,198,109 6,888,435 20,000 23,501,899 21,604,623 45,106,522

SAN JOAQUIN COUNTY
ESCALON 48,815 73,716 33,132 58,633 2,000 216,295 183,894 400,189 LATHROP 205,594 310,469 124,126 246,945 6,000 893,134 774,510 1,667,644 LODI 436,832 659,664 258,335 524,693 7,500 1,887,024 1,645,626 3,532,650 MANTECA 569,968 860,715 335,607 684,607 7,500 2,458,396 2,147,175 4,605,571 RIPON 104,854 158,341 65,657 125,944 4,000 458,796 395,005 853,800 STOCKTON 2,122,514 3,205,232 1,236,699 2,549,422 10,000 9,123,868 7,995,909 17,119,777 TRACY 620,357 936,808 364,853 745,131 7,500 2,674,650 2,337,002 5,011,652

SAN LUIS OBISPO COUNTY
ARROYO GRANDE 120,314 181,688 88,675 144,513 4,000 539,190 453,246 992,436 ATASCADERO 201,985 305,019 145,611 242,610 6,000 901,225 760,914 1,662,138 EL PASO DE ROBLES 205,797 310,776 148,268 247,190 6,000 918,032 775,276 1,693,308 GROVER BEACH 83,698 126,394 63,149 100,533 3,000 376,773 315,307 692,080 MORRO BAY 69,229 104,543 53,062 83,153 3,000 312,988 260,799 573,786 PISMO BEACH 52,811 79,750 41,616 63,433 2,000 239,610 198,948 438,559 SAN LUIS OBISPO 312,698 472,209 222,793 375,592 6,000 1,389,293 1,177,994 2,567,287 18 January 2023 CaliforniaCityFinance.com Page 12 of 16 6 June 5, 2023 Item 04
City of Del Mar
Staff Report
________________________________________________________________________________________________________ City Council Action:

TO: Honorable Mayor and City Council Members
FROM: Emily Torres, Management Analyst
Clem Brown, Assistant City Manager
Via Ashley Jones, City Manager
DATE: June 5, 2023
SUBJECT: Agreements with the Del Mar Village Association for Destination Marketing and Economic Development
REQUESTED ACTION/RECOMMENDATION:

Staff recommends that the City Council:
1) Approve an Agreement with the Del Mar Village Association (DMVA) for an initial three year term from July 1, 2023, through June 30, 2026, for Destination Marketing (Attachment A); 2) Approve an Agreement with the DMVA for an initial three year term from July 1, 2023, through June 30, 2026, for Economic Development Services (Attachment B); and 3) Authorize the City Manager to execute the Agreements.

DISCUSSION/ANALYSIS:

For many years, the City of Del Mar has partnered with DMVA to provide destination marketing and economic development and business support services for the betterment of Del Mar’s businesses and the City’s overall economic vitality. Below is a detailed description of the continued destination marketing and economic development/business support services to be provided to the City by DMVA over the next three years, with the option to extend the agreements by an additional two year period.

It should be noted that staff made the determination that DMVA’s services under both proposed Agreements are exempt from the City’s standard bid requirement because the services cannot be reasonably obtained from another source (Del Mar Municipal Code

7.04.090).

Destination Marketing/TOT
The City of Del Mar has long realized the value of the promotion of Del Mar as a tourist destination. As was especially highlighted during the pandemic, the City is heavily 1 June 5, 2023 Item 05
City Council Agenda Report
DMVA Agreements
June 5, 2023

Page 2 of 3 ends

dependent on the TOT and sales tax revenue generated by visitors to the community, which are also two of the City’s three largest sources of revenue.

A substantial portion of the City’s General Fund revenues come from Transient Occupancy Tax (TOT) largely paid by tourists, which in normal, non-pandemic years equates to approximately 17% of the General Fund. Of all the City’s revenue sources, TOT is the second highest source of revenue for the City overall, and is the highest source of tourism-based revenue that the City receives. The City’s TOT contribution to the DMVA for destination marketing is a critically important way for the City to support and reinvest in the business community, with funds being generated by our local hotels, and an ongoing investment in the City’s overall financial viability and success.

DMVA has overseen marketing and promotion efforts related to tourism since 2010, first via the Tourism Business Improvement District (TBID) until 2015, and since then under contract with the City. In October 2015, the City Council increased the TOT rate by 1% to a total of 12.5% and entered into a contract with DMVA, funded by the additional TOT, to become the Destination Marketing Organization for the City of Del Mar. In October 2019, the TOT rate was increased to 13%, and since then DMVA has received 1/13 of the total amount of TOT remitted to the City.

Remittances of TOT to the DMVA in recent years equated to $237,847 in FY 2019, $179,987 in FY 2020, $137,853 in FY 2021 recognizing severe budget impacts due to COVID-19, and $263,067 in FY 2022. TOT payments to DMVA for FY 2024 and FY 2025 are estimated to be approximately $292,310 annually.

The proposed Destination Marketing Agreement scope of services, as further described in Attachment A, details the various methods of promotion, which are summarized below:
 Plan, oversee, and coordinate all marketing efforts promoting Del Mar Village as a destination through advertising, website, social media, special events, media promotions, and community and visitor relations to support a strong return for both Transient Occupancy Tax (TOT) and Sales Tax for the City of Del Mar.  The destination programming includes:
o Digital marketing, which includes web site, search strategies, social media, email marketing, digital assets, print marketing, and influencer marketing. o Special event promotion, which includes Downtown signature events, and cross promotions.
o Design and destination guidance, which includes the holiday tree, holiday banners/décor, media, light pole banners, other banners/decor, and wayfinding signage; and
o Industry research and reporting to the City.

Economic Development
Dating back to 2005, the City has been partnering with DMVA to provide economic development and business support services to the Del Mar business community, which 2 June 5, 2023 Item 05
City Council Agenda Report
DMVA Agreements
June 5, 2023

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the City does not have capacity to directly provide like most other cities. In the past, DMVA has applied and to receive funding to provide these services through the City’s Community Support Grant Program. However, because these are services that would otherwise be provided by the City (similar to the senior services provided by the DMCC), staff is recommending this partnership be formalized through a professional services agreement rather than a community funding grant which is really not appropriate in light of the services being provided.

Activities to be performed by the DMVA identified in the Agreement included as Attachment B, are summarized below:
 Serve as a resource for Del Mar businesses;
 Support new business development in the Del Mar Village;  Continue existing and implement new programs to drive commerce in Downtown Del Mar/Del Mar Village and support fundraising initiatives for the Downtown;  Partner with the City on Downtown improvements and programming; and  Communicate and report to the City
FISCAL IMPACT:

There is no fiscal action to be taken by the City Council related to this agenda item.

Sufficient budget for the Agreements are included in the proposed budget for Fiscal Year (FY) 2023-2024 and FY 2024-2025.

ENVIRONMENTAL REVIEW:

NEXUS TO CITY COUNCIL GOALS AND PRIORITIES:

This is an operational item.

ATTACHMENTS:

Attachment A – Destination Marketing Agreement
Attachment B – Economic Development Agreement
3 June 5, 2023 Item 05
Attachment A

PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF DEL MAR AND THE DEL MAR VILLAGE ASSOCIATION

FOR DESTINATION MARKETING SERVICES
This Professional Services Agreement is made and entered into this 1 st day of July 2023, by
and between the City of Del Mar, a Charter City and a municipal corporation (“City”), and the Del Mar Village Association (“DMVA”) (collectively “Parties”).

WHEREAS, the City desires to enter into an agreement with DMVA to provide destination marketing services designed to promote tourism in Del Mar through various methods of promotion that includes digital advertising; international, national, and local event production and crosspromotion; communication and guidance of downtown destination; and management and reporting (“Services”). Said work is to be performed in accordance with the terms and conditions set forth below and as described in the Scope of Services, attached hereto as Exhibit “A” and incorporated herein; and
WHEREAS, the City has initially determined that DMVA is qualified by experience and ability to perform the services desired by City, and DMVA is willing to perform such services; and WHEREAS, DMVA will conduct all the work as described and detailed in this Agreement to be provided to the City.

NOW, THEREFORE, the Parties hereto mutually covenant and agree with each other as follows:

1. SERVICES.

1.1 Scope of Services. DMVA shall perform the Services as set forth in the written Scope of Services, attached hereto as Exhibit “A” and incorporated herein. Such services shall be provided at the direction of the City.

1.2. City Modification of Scope of Services. City may order changes to the Scope of Services within the general scope of this Agreement consisting of additions, deletions, or other revisions. If such changes cause a change in the DMVA’s cost of, or time required for, completion of the Scope of Services, an equitable adjustment to DMVA’s compensation and/or contract time shall be made, subject to the City’s approval. All such changes shall be authorized in writing, executed by DMVA and City. If such a change results in an extension of the term of this Agreement or increases the maximum amount to be paid under this Agreement, no such change shall have any force or effect unless an amendment to this Agreement is approved by the City Council.

2. DURATION OF AGREEMENT.

2.1 Term, Time for Performance. This Agreement shall be effective for an initial period of three (3) years beginning July 1, 2023, through June 30, 2026. Upon satisfactory performance and written agreement of both parties, the Agreement may be extended for an additional two (2) year period.
4 June 5, 2023 Item 05
Professional Services Agreement
DMVA - Destination Marketing Services Attachment A

Page 2 of 13 ends

2 Time is of the essence for this Agreement and each provision of this Agreement, unless otherwise specified in this Agreement.

2.2 Delay. Any delay resulting from causes beyond the control of DMVA may merit an extension of time for the completion of the Scope of Services. When such delay occurs, DMVA shall immediately notify the Project Coordinator in writing of the cause and the extent of the delay, whereupon the Project Coordinator shall ascertain the facts and the extent of the delay and grant an extension of time for the completion of the Consulting Services when justified by the circumstances provided that no extension of time shall be granted which would extend the time for performance beyond the date specified in section 2.1 above.

2.3 City’s Right to Terminate for Default. Should DMVA be in default of any covenant or condition hereof, City may immediately terminate this Agreement for cause if DMVA fails to cure the default within ten (10) calendar days of receiving written notice of the default.

2.4 City’s Right to Terminate without Cause. Without limiting its rights in the event of DMVA’s default, City may terminate this Agreement, without cause, by giving written notice to DMVA. Such termination shall be effective upon receipt of the written notice. DMVA shall be compensated for all effort and material expended on behalf of City under the terms of this Agreement, up to the effective date of termination. All personal property remaining in City facilities or on City property thirty (30) days after the expiration or termination of this Agreement shall be, at City’s election, considered the property of City.

3. PERFORMANCE AFTER TERMINATION. Upon termination of this Agreement as provided herein, DMVA shall, within such reasonable time period as may be directed by City Manager, complete those items of work which are in various stages of completion and which City Manager determines are necessary to be completed by DMVA to allow the project to be completed in a timely, logical, and orderly manner. Upon termination, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, and other materials prepared by DMVA shall be delivered to the City Manager, upon her request, as property of City.

4. COMPENSATION.

4.1 Total Amount. Compensation to DMVA will be one-thirteenth of the City’s annual Transient Occupancy Tax (TOT) collection (revenue) to be paid as a lump sum monthly.

4.2 Additional Services. City may, as the need arises or in the event of an emergency, request additional services of DMVA. Should such additional services be required, Compensation therefore shall be paid to the DMVA in accordance with Scope of Services contained in Exhibit “A.” City and DMVA shall agree to the costs prior to commencement of such work.

5. INDEPENDENT CONTRACTOR. DMVA is, for all purposes arising out of this Agreement, an independent contractor. The DMVA has and shall retain the right to exercise full control and supervision of all persons assisting the DMVA in the performance of said services hereunder, the City only being concerned with the finished results of the work being performed.

Neither DMVA nor DMVA’s employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, any retirement benefits, workers’ compensation benefits, any injury leave or other leave benefits, DMVA being solely responsible 5 June 5, 2023 Item 05
Professional Services Agreement
DMVA - Destination Marketing Services Attachment A

Page 3 of 13 ends

3 for all such matters, as well as, compliance with social security and income tax withholding and all other regulations and laws governing such matters.

6. STATEMENT OF EXPERIENCE. DMVA agrees and represents by executing Agreement that it has the financial resources, service experience, completion ability, personnel, and experience in dealing with public agencies necessary for performing the Scope of Services and that such performance shall be in accordance with the standards customarily adhered to by an experienced and competent DMVA using the degree of care and skill ordinarily exercised by reputable DMVA’s practicing in the same field of service in the State of California. Additionally, DMVA and all of DMVA’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

7. AUDIT OF RECORDS.

7.1 At any time during normal business hours and as often as may be deemed necessary, the DMVA shall make available to a representative of City for examination all of its records with respect to all matters covered by this Agreement and shall permit City to audit, examine, and/or reproduce such records. DMVA shall retain such financial and program service records for at least four (4) years after termination or final payment under this Agreement.

7.2 The DMVA shall include the City’s right to audit under this section in any and all of their subcontracts and shall ensure that these sections are binding upon all subcontractors.

8. CONFIDENTIALITY. All services performed by DMVA, including, but not limited to, all drafts, data, correspondence, proposals, reports, research and estimates compiled or composed by DMVA, pursuant to this Agreement, are for the sole use of the City, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the City. This provision does not apply to information that (a) was publicly known, or otherwise known to DMVA, at the time that it was disclosed to DMVA by the City, (b) subsequently becomes publicly known through no act or omission of DMVA or (c) otherwise becomes known to DMVA other than through disclosure by the City. Except for any subcontractors that may be allowed upon prior agreement, neither the documents nor their contents shall be released to any third party without the prior written consent of the City. The sole purpose of this section is to prevent disclosure of City’s confidential and proprietary information by DMVA or subcontractors.

9. CONFLICTS OF INTEREST.

9.1 DMVA shall at all times comply with all federal, state and local conflict of interest laws, regulations, and policies applicable to public contracts and procurement practices, including, but not limited to, California Government Code §§ 81000 et seq. (Political Reform Act) and §§ 1090 et seq. DMVA shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the City in which the DMVA has a financial interest as defined in Government Code § 87103. DMVA represents that it has no knowledge of any financial interests, which would require it to disqualify itself from any matter on which it might perform services for the City.
6 June 5, 2023 Item 05
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DMVA - Destination Marketing Services Attachment A

Page 4 of 13 ends

4 9.2 DMVA shall comply with all of the reporting requirements of the Political Reform Act. The DMVA shall file a Fair Political Practices Commission Form 700 (Assuming Office Statement) within thirty (30) calendar days of the City’s determination that the DMVA is subject to a conflict of interest code, if applicable. The DMVA shall also file a Form 700 (Annual Statement) on or before April 1, disclosing any financial interests held during the previous calendar year for which the DMVA was subject to a conflict of interest code.

9.3 If, in performing the Consulting Services set forth in this Agreement, the DMVA makes, or participates in, a “governmental decision” as described in Title 2, section 18701(a)(2) of the California Code of Regulations, or performs the same or substantially all the same duties for the City that would otherwise be performed by a City employee holding a position specified in the department's conflict of interest code, the DMVA shall be subject to a conflict of interest code requiring the completion of one or more statements of economic interests disclosing the DMVA’s relevant financial interests.

10. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by DMVA under this Agreement shall be considered the property of City. DMVA shall be permitted to reference and use said materials for use in future studies, work, and marketing so long as said materials are considered “public documents” and are not subject to attorney-client privilege, or the subject of pending closed or executive session discussions.

11. INSURANCE

11.1 DMVA shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the DMVA, their agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A.M. Best’s rating of no less than “A” and “VII” and are admitted to do business in the State of California, unless otherwise approved in writing by the City’s Risk Manager.

11.2 DMVA’s liabilities, including but not limited to DMVA’s indemnity obligations, under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. All policies of insurance required hereunder must provide that the City is entitled to thirty (30) days prior written notice (ten (10) days for cancellation due to non-payment of premium) of cancellation or non-renewal of the policy or policies. Maintenance of specified insurance coverage is a material element of this Agreement.

11.3 Types and Amounts Required. DMVA shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:

11.3.1 Commercial General Liability (CGL). Insurance written on an ISO Occurrence form CG 00 01 07 98 or equivalent providing coverage at least as broad which shall cover liability arising from any and all personal injury or property damage in the amount of $1,000,000 per occurrence and subject to an annual aggregate of $2,000,000. There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. insured claims or contractual liability. All defense costs shall be outside the limits of the policy. 7 June 5, 2023 Item 05
Professional Services Agreement
DMVA - Destination Marketing Services Attachment A

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5 11.3.2 Commercial Automobile Liability. For all of the DMVA's automobiles including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing coverage at least as broad for bodily injury and property damage for a combined single limit of $300,000 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).

11.3.3 Workers' Compensation. For all of the DMVA's employees who are subject to this Agreement and to the extent required by applicable state or federal law, a Workers' Compensation policy providing at minimum $1,000,000 employers' liability coverage.

The DMVA shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents and representatives.

11.3.4 Consulting Liability. Consulting liability (errors and omissions) coverage with a limit of $1,000,000 per claim and $2,000,000 annual aggregate. The DMVA shall ensure both that (1) the policy retroactive date is on or before the date of commencement of the Scope of Services; and (2) the policy will be maintained in force for a period of three years after substantial completion of the Scope of Services or termination of this Agreement whichever occurs last. The DMVA agrees that for the time period defined above, there will be no changes or endorsements to the policy that increase the City's exposure to loss. All defense costs shall be outside the limits of the policy.

11.4 Deductibles and Self-Insured Retentions. Any deductibles or selfinsured retentions are the responsibility of the DMVA and must be declared to and approved by the City. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers, or (2) the DMVA shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

11.5 Additional Required Provisions. The commercial general liability and automobile liability policies shall contain, or be endorsed to contain, the following provisions:

11.5.2 The policies are primary and non-contributory to any insurance that may be carried by the City, as reflected in an endorsement which shall be submitted to the City.

11.6 Verification of Coverage. DMVA shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this Section 11. The endorsement should be on forms provided by the City or on other than the City’s forms provided those endorsements conform to City requirements. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time.
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6 12. DEFENSE AND INDEMNIFICATION.

12.1 DMVA agrees to indemnify, defend (with attorneys approved by City), and hold harmless the City, and its officers, officials, agents and employees (the “Indemnified Parties”) from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the DMVA, its employees, agents, and subcontractors performance of services under this Agreement.

DMVA’s duty to indemnify under this section shall not include liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense arising from the sole negligence or willful misconduct by the City or its elected officials, officers, agents, and employees. DMVA's indemnification obligations shall not be limited by the insurance provisions of this Agreement. The Parties expressly agree that any payment, attorney's fees, 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.

12.2 This indemnity is in addition to any other rights or remedies which City may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, at its sole discretion, reserve, retain or apply any monies due to DMVA under this Agreement for the purpose of resolving such claims; provided however, that City may release such funds if DMVA provides City with reasonable assurances of protection of the City's interest. The City shall, in its sole discretion determine whether such assurances are reasonable.

12.3 DMVA agrees that its duty to defend arises upon an allegation of liability based upon the performance of services under this Agreement by DMVA, its officers, agents, representatives, employees, sub-DMVAs, or anyone for whom DMVA is liable and that an adjudication of DMVA’s liability is not a condition precedent to DMVA's duty to defend.

13. SUBCONTRACTORS.

13.1 The DMVA’s hiring or retaining of third parties (i.e. subcontractors) to perform services related to the Project is subject to prior approval by the City.

13.2 All contracts entered into between the DMVA and its subcontractor shall also provide that each subcontractor shall obtain insurance policies, which shall be kept in full force and effect during any and all work on this Project and for the duration of this Agreement.

The DMVA shall require the subcontractor to obtain all policies described in section 11 of this Agreement in the amounts required by the City, which shall not be greater than the amounts required of the DMVA.

13.3 In any dispute between the DMVA and its subconsultants, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The DMVA agrees to defend and indemnify the City as described in section 12 of this Agreement should the City be made a party to any judicial or administrative proceeding to resolve any such dispute or should the City incur any costs in responding to third-party discovery requests.

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7 protected under state, federal, or local law. DMVA shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to any class or category protected under state, federal, or local law and shall make reasonable accommodation to qualified individuals with disabilities. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. DMVA agrees to post in conspicuous places available to employees and applicants for employment any notices provided by City setting forth the provisions of this non-discrimination clause.

15. NOTICES. All communications to either party by the other party shall be delivered to the persons listed below. Any such written communications by mail shall be conclusively deemed to have been received by the addressee five (5) calendar days after the deposit thereof in the United States Mail, postage prepaid and properly addressed as noted below.

City of Del Mar DMVA
City Clerk Jen Grove, CEO
1050 Camino del Mar 1442 Camino Del Mar, Suite 217
Del Mar, CA 92014 Del Mar, CA 92014
16 ASSIGNABILITY. This Agreement and any portion thereof shall not be assigned or transferred, nor shall any of the DMVA’s duties be delegated or sub-contracted, without the express written consent of the City.

17. RESPONSIBILITY FOR EQUIPMENT. City shall not be responsible nor held liable for any damage to persons or property consequent upon the use, misuse, or failure of any equipment used by DMVA or any of DMVA’s employees or subcontractors, even if such equipment has been furnished, rented, or loaned to DMVA by City. The acceptance or use of any such equipment by DMVA, DMVA’s employees, or subcontractors shall be construed to mean that DMVA accepts full responsibility for and agrees to exonerate, indemnify and hold harmless City from and against any and all claims for any damage whatsoever resulting from the use, misuse, or failure of such equipment.

18. CALIFORNIA LAW; VENUE/MISC. This Agreement shall be construed and interpreted according to the laws of the State of California. Any action brought to enforce or interpret any portion of this Agreement shall be brought in the county of San Diego, California.

DMVA hereby waives any and all rights it might have pursuant to California Code of Civil Procedure section 394.

19. COMPLIANCE WITH LAWS. The DMVA shall comply with all laws, ordinances, regulations, and policies of the federal, state, and local governments applicable to this Agreement, including California Labor Code section 1720, et seq., relating to payment of prevailing wages for public works projects, if applicable. DMVA shall indemnify and defend the Indemnified Parties from and against any liability incurred due to any failure on the part of DMVA to comply with any applicable Laws.

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8 implications of SB 854 and DMVA and any subconsultants ensure that they are familiar with and comply with its requirements. Such requirements include, but are not limited to, the registration requirement with the Department of Industrial Relations, State of California (DIR), pursuant to Labor Code section 1725.5. As of March 1, 2015, in compliance with SB 854, the City requires all affected contractors and DMVAs to be registered with the DIR prior to submitting a bid or proposal on any eligible District project. As of April 1, 2015, failure to comply with the requirements of SB 854 by any contractor or DMVA, including registration with the DIR pursuant to Labor Code section 1725.5, shall be a material breach of this Agreement which may be terminated by the City in its sole and absolute discretion. Where applicable, this project is subject to compliance monitoring and enforcement by the DIR.

20. DMVA’S CERTIFICATION OF AWARENESS OF IMMIGRATION REFORM AND CONTROL ACT OF 1986. DMVA certifies that DMVA is aware of the requirements of the Immigration Reform and Control Act of 1986 (8 USC §§ 1101-1525) and has complied and will comply with these requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors, and DMVAs that are included in this Agreement.

21. ENTIRE AGREEMENT. This Agreement sets forth the entire understanding of the Parties with respect to the subject matters herein. There are no other understandings, terms or other agreements expressed or implied, oral or written, except as set forth herein.

22. AMENDMENTS. This Agreement may be modified or amended only by a written document executed by both DMVA and City and approved as to form by the City Attorney. No change, alteration, or modification of the terms or conditions of this Agreement, and no verbal understanding of the Parties, their officers, agents, or employees shall be valid unless agreed to in writing by both Parties.

23. NO WAIVER. No failure of either the City or the DMVA to insist upon the strict performance by the other of any covenant, term or condition of this Agreement, nor any failure to exercise any right or remedy consequent upon a breach of any covenant, term, or condition of this Agreement shall constitute a waiver of any such breach of such covenant, term or condition.

24. SEVERABILITY. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision unenforceable, invalid, or illegal.

25. DRAFTING AMBIGUITIES. The Parties agree that they are aware that they have the right to be advised by counsel with respect to the negotiations, terms and conditions of this Agreement, and the decision of whether or not to seek advice of counsel with respect to this Agreement is a decision which is the sole responsibility of each Party. This Agreement shall not be construed in favor of or against either Party by reason of the extent to which each Party participated in the drafting of the Agreement.

26. LEGAL FEES. In the event of the bringing of any action or suit by either party hereto against the other party hereunder to enforce or interpret any of the provisions, covenants or conditions of this Agreement, or arising out of any tortious conduct by either party incident to this Agreement, the prevailing party in such action or suit shall be entitled to recover all costs and expenses of suit, including reasonable attorneys' fees. In any action or suit brought to enforce this Agreement, the damages available shall be limited to specific performance or other such equitable relief that the court may order.
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9 27. CONFLICTS BETWEEN TERMS. If an apparent conflict or inconsistency exists between the main body of this Agreement and the Exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this Agreement, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement.

28. EXHIBITS INCORPORATED. All Exhibits referenced in this Agreement are incorporated into the Agreement by this reference.

29. SIGNING AUTHORITY. The representative for each Party signing on behalf of a corporation, partnership, joint venture, or governmental entity hereby declares that authority has been obtained to sign on behalf of the corporation, partnership, joint venture, or entity and agrees to hold the other Party or Parties hereto harmless if it is later determined that such authority does not exist.
[SIGNATURES ON THE FOLLOWING PAGE]
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10 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF DEL MAR,
a municipal corporation
By: ___________________________
Ashley Jones, City Manager

DEL MAR VILLAGE ASSOCIATION
By: ____________________________
Jen Grove, CEO

ATTEST:
________________________________
Nestor Machado, Acting City Clerk
APPROVED AS TO FORM:
_______________________________
Leslie E. Devaney, City Attorney
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11 EXHBIT “A”
Del Mar Village Association
Destination Marketing Program Scope of Services
July 1, 2023, through June 30, 2026
DMVA will plan, oversee, and coordinate all marketing efforts promoting Del Mar Village as a destination through advertising, website, social media, special events, media promotions, and community and visitor relations to support a strong return for both Transient Occupancy Tax (TOT) and sales tax for the City of Del Mar. All scope of work items below will depend on the funding received by DMVA from the City of Del Mar TOT allocation each month.

Digital and Print Marketing

1. Website – Oversee the hosting, maintenance, update, and oversight of www.VisitDelMarVillage.com, including regularly updated relevant content and items of interest to the local community and visitors, such as events and special offers from local businesses.

2. Search Strategies – Maximize the organic online audience reach and engagement through increased search engine optimization to capture organic search with relevant content, highlighting local Del Mar businesses (with emphasis on hotel referrals), area attractions, and events.

3. Social Media – Develop social media campaigns on Facebook, Instagram, and TikTok; develop advertising promotions to increase visibility for Del Mar as a destination; gather content and create monthly editorial calendars to encourage engagement, engage influencers, etc.

4. Email Marketing – Oversee the creation and management of email marketing campaigns and an email subscriber list to drive engagement and exposure for Del Mar.

5. Digital Assets – Develop and promote Del Mar with new or updated digital graphic art, destination photography, and/or video assets.

6. Print Marketing – Evaluate opportunities for local print marketing to promote events and business commerce downtown.

7. Media Relations – Coordinate inbound media visits for editorial and other features. Evaluate other options for media relations, including press releases and media invites to DMVA special events and business mixers.

8. Influencer Relations – Partner with social media influencers to promote Del Mar Village special events.
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12 Special Event Promotion

1. Downtown Signature Events – Manage, plan, promote, and produce Del Mar Village's signature annual special events to promote Del Mar as a destination. This includes but is not limited to Summer Solstice, Winter Taste & Sip/North Pole by the Sea, Breast Cancer Cheering Station, and other downtown events.

2. Cross Promotions – Partner with national, regional, and local event organizers on planning, marketing, and cross-promoting special events such as the 22nd Agriculture Association Fairgrounds events, Del Mar Racetrack events, Breeders’ Cup, etc.

Design and Destination Guidance

1. Holiday Tree – Manage installation and storage of the annual 35-foot holiday tree and decor at the Jim Watkins Amphitheater, including evaluating options for renting or purchasing a new holiday tree.

2. Holiday Banners/Decor – Manage installation, storage, and maintenance of the holiday light pole banners, garlands, and lights, including evaluating and facilitating any refurbishments necessary.

3. Light Pole Banners – Manage installation, storage, and maintenance of the iconic Del Mar location and “Welcome Summer” light pole banners and American flags.

4. Other Banners/Decor – Evaluate other options for additional light pole banners/decor or other downtown decors as needed.

5. Wayfinding Signage
a. Pedestrian and Lifeguard Wayfinding Signage – Manage the annual design update, printing, installation, and maintenance of the downtown, park, and beach pedestrian and lifeguard wayfinding signage. Distribute printouts of the Del Mar map directory and/or a QR code to the interactive online map (see below) to village hotels to use in helping guests navigate and experience the downtown.
b. Del Mar Village Interactive Online Map – Maintain and update the interactive map on www.visitdelmarvillage.com to help visitors easily navigate to downtown businesses and points of interest.
c. Fairgrounds Signage – Manage the annual design update, printing, installation, and maintenance of the Fairgrounds sign holders, encouraging visitors to shop, dine, and play in Del Mar Village.
d. Other Wayfinding Signage – Evaluate other options for wayfinding signage in Del Mar Village.

Reporting and Research

1. City Reporting – DMVA to provide a written annual report to the City by October 15 of each year of the Agreement outlining what has been done by DMVA to implement this Scope of Services during the prior fiscal year (July1 - June 30). 15 June 5, 2023 Item 05
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13 2. Industry Research – Continually review and utilize existing industry and local research (e.g., San Diego County; San Diego Tourism Authority; Visit California; and local, regional, and national hospitality, retail, and restaurant industry and other economic research and data, etc.) to ensure that all Del Mar destination marketing plans and strategies are effective and producing quantifiable and competitive results.
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Attachment B

PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF DEL MAR AND THE DEL MAR VILLAGE ASSOCIATION

FOR ECONOMIC DEVELOPMENT & BUSINESS SUPPORT SERVICES
This Professional Services Agreement is made and entered into this 1 st day of July 2023, by
and between the City of Del Mar, a Charter City and a municipal corporation (“City”), and the Del Mar Village Association (“DMVA”) (collectively “Parties”).

WHEREAS, the City desires to enter into an agreement with DMVA to provide programs designed to provide support and facilitate economic growth and development of the Del Mar business community (“Services”). Said work is to be performed in accordance with the terms and conditions set forth below and as described in the Scope of Services, attached hereto as Exhibit “A” and incorporated herein; and
WHEREAS, the City has initially determined that DMVA is qualified by experience and ability to perform the services desired by City, and DMVA is willing to perform such services; and WHEREAS, DMVA will conduct all the work as described and detailed in this Agreement to be provided to the City.

NOW, THEREFORE, the Parties hereto mutually covenant and agree with each other as follows:

1. SERVICES.

2. DURATION OF AGREEMENT.

Time is of the essence for this Agreement and each provision of this Agreement, unless otherwise specified in this Agreement.
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2 2.2 Delay. Any delay resulting from causes beyond the control of DMVA may merit an extension of time for the completion of the Scope of Services. When such delay occurs, DMVA shall immediately notify the Project Coordinator in writing of the cause and the extent of the delay, whereupon the Project Coordinator shall ascertain the facts and the extent of the delay and grant an extension of time for the completion of the Consulting Services when justified by the circumstances provided that no extension of time shall be granted which would extend the time for performance beyond the date specified in section 2.1 above.

4. COMPENSATION.

4.1 Total Amount. Compensation to DMVA shall be $50,000 per year to perform the Scope of Services contained in Exhibit “A”, and to be paid as a lump sum at the beginning of each fiscal year upon execution of the Agreement.

Neither DMVA nor DMVA’s employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, any retirement benefits, workers’ compensation benefits, any injury leave or other leave benefits, DMVA being solely responsible for all such matters, as well as, compliance with social security and income tax withholding and all other regulations and laws governing such matters.
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3 6. STATEMENT OF EXPERIENCE. DMVA agrees and represents by executing this Agreement that it has the financial resources, service experience, completion ability, personnel, and experience in dealing with public agencies necessary for performing the Scope of Services and that such performance shall be in accordance with the standards customarily adhered to by an experienced and competent DMVA using the degree of care and skill ordinarily exercised by reputable DMVA’s practicing in the same field of service in the State of California. Additionally, DMVA and all of DMVA’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

7. AUDIT OF RECORDS.

7.2 The DMVA shall include the City’s right to audit under this section in any and all of their subcontracts and shall ensure that these sections are binding upon all subcontractors.

9. CONFLICTS OF INTEREST.

9.2 DMVA shall comply with all of the reporting requirements of the Political Reform Act. The DMVA shall file a Fair Political Practices Commission Form 700 (Assuming Office Statement) within thirty (30) calendar days of the City’s determination that the DMVA is subject to a conflict of interest code, if applicable. The DMVA shall also file a Form 700 (Annual Statement) 19 June 5, 2023 Item 05
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4 on or before April 1, disclosing any financial interests held during the previous calendar year for which the DMVA was subject to a conflict of interest code.

11. INSURANCE

11.3 Types and Amounts Required. DMVA shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:

11.3.2 Commercial Automobile Liability. For all of the DMVA's automobiles including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing coverage at least as broad for bodily injury and property damage for a combined single limit of 20 June 5, 2023 Item 05
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5 $300,000 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).

The DMVA shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents and representatives.

11.5 Additional Required Provisions. The commercial general liability and automobile liability policies shall contain, or be endorsed to contain, the following provisions:

11.5.2 The policies are primary and non-contributory to any insurance that may be carried by the City, as reflected in an endorsement which shall be submitted to the City.

12. DEFENSE AND INDEMNIFICATION.

DMVA’s duty to indemnify under this section shall not include liability for damages for death or 21 June 5, 2023 Item 05
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6 bodily injury to persons, injury to property, or other loss, damage or expense arising from the sole negligence or willful misconduct by the City or its elected officials, officers, agents, and employees. DMVA's indemnification obligations shall not be limited by the insurance provisions of this Agreement. The Parties expressly agree that any payment, attorney's fees, 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.

13. SUBCONTRACTORS.

13.1 The DMVA’s hiring or retaining of third parties (i.e. subcontractors) to perform services related to the Project is subject to prior approval by the City.

14. NON-DISCRIMINATION. DMVA shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, ancestry, physical or mental disability, medical condition, genetic information, marital status, military or veteran status, gender, gender identity, gender expression, sexual orientation, or any other class protected under state, federal, or local law. DMVA shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to any class or category protected under state, federal, or local law and shall make reasonable accommodation to qualified individuals with disabilities. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. DMVA agrees to post in conspicuous places available to 22 June 5, 2023 Item 05
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7 employees and applicants for employment any notices provided by City setting forth the provisions of this non-discrimination clause.

City of Del Mar Del Mar Village Association
City Clerk Jen Grove, CEO
1050 Camino Del Mar 1442 Camino Del Mar, Suite 217
Del Mar, CA 92014 Del Mar, CA 92014
16 ASSIGNABILITY. This Agreement and any portion thereof shall not be assigned or transferred, nor shall any of the DMVA’s duties be delegated or sub-contracted, without the express written consent of the City.

DMVA hereby waives any and all rights it might have pursuant to California Code of Civil Procedure section 394.

To the extent DMVA is required to comply with prevailing wage requirements, DMVA does hereby acknowledge that they are aware of, have read, and understand the terms and implications of SB 854 and DMVA and any subconsultants ensure that they are familiar with and comply with its requirements. Such requirements include, but are not limited to, the registration requirement with the Department of Industrial Relations, State of California (DIR), pursuant to Labor Code section 1725.5. As of March 1, 2015, in compliance with SB 854, the City requires all affected contractors and DMVAs to be registered with the DIR prior to submitting a bid or proposal on any eligible District project. As of April 1, 2015, failure to comply with the requirements of SB 854 by any contractor or DMVA, including registration with the DIR pursuant to Labor Code section 1725.5, shall be a material breach of this Agreement which may be 23 June 5, 2023 Item 05
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8 terminated by the City in its sole and absolute discretion. Where applicable, this project is subject to compliance monitoring and enforcement by the DIR.

24. SEVERABILITY. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision unenforceable, invalid, or illegal.

27. CONFLICTS BETWEEN TERMS. If an apparent conflict or inconsistency exists between the main body of this Agreement and the Exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this Agreement, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each 24 June 5, 2023 Item 05
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9 Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement.

28. EXHIBITS INCORPORATED. All Exhibits referenced in this Agreement are incorporated into the Agreement by this reference.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF DEL MAR,
a municipal corporation
By: ___________________________
Ashley Jones, City Manager

DEL MAR VILLAGE ASSOCIATION
By: _______________________________
Jen Grove, CEO

ATTEST:
________________________________
Nestor Machado, Acting City Clerk
APPROVED AS TO FORM:
_______________________________
Leslie E. Devaney, City Attorney
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10 EXHIBIT “A”
Del Mar Village Association
Scope of Economic Development & Business Support Services July 1, 2023, through June 30, 2026
The Del Mar Village Association (DMVA) will perform economic development and provide business support services to participating brick-and-mortar businesses with a valid City business permit located in the commercial areas of the City of Del Mar (Del Mar Businesses) on an annual fiscal year basis as further described below:

Serve as a Resource to Existing Del Mar Businesses

1. Small Business City Liaison to City – Act as City of Del Mar liaison for Del Mar businesses by continuing to meet with and gather input from business owners/operators about what the City can do to support economic vitality in the downtown. Communicate requests and suggestions to the City for consideration and implementation while encouraging an open line of communication between business owners, commercial property owners, DMVA, and the City by soliciting feedback on programming and resources. Work with the City Manager, City staff, and DMVA’s City Council liaisons on downtown issues, concerns, and improvements.

2. Business Assistance and Retention – Provide ongoing assistance to Del Mar businesses and commercial property owners on issues related to the downtown, including business expansions, relocations, improvements, promotions, City issues and challenges facing the business community, and other current downtown issues.

3. Information and Communication – Disseminate weekly DMVA business updates regarding City issues and programs and other relevant information to Del Mar businesses through email communications, the DMVA business partner Facebook group, social posts, virtual and in-person meetings, and web resources.

4. Business Partner Resource Center – Maintain and regularly update the Business Partner Resource Center on the DMVA website with marketing tools, small business government resources, and other relevant information. Work with the City of Del Mar staff to add new and updated government regulatory information and other City business information to the Business Partner Resource Center with links to the City website.

5. Business-to-Business Promotion & Networking – Communicate Del Mar business promotions and connect local businesses through email communications and the business partner Facebook group, plus in-person opportunities, including business mixers, meetand-greet events, and/or individual meetings.

6. Business Support Regulations – Continue to research and outreach to Del Mar businesses and work with the City on long- and short-term regulatory options to support these businesses with economic recovery and vitality.
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11 Support New Del Mar Business Development and Improvements in Del Mar Village

1. Downtown Developments & Business Opportunities – Support new downtown developments and new business opportunities to encourage new and expanded downtown development, such as:
a. Help to identify commercial vacancies in downtown Del Mar and assist property owners with filling the vacancies.
b. Act as a liaison between potential and in-progress developments and the City of Del Mar.
c. Encourage reinvestment and expansions of existing businesses and relocation to Del Mar of new businesses.

2. New Business Resource Page – Update the www.visitdelmarvillage.com/startabusiness page, geared toward prospective businesses considering relocating to Del Mar Village, with steps to start a new business. DMVA to direct inbound new business inquiries to appropriate City of Del Mar departments.

Continue Existing and Implement New Programs to Drive Commerce in Downtown Del Mar Village and Support Fundraising Initiatives for the Downtown

1. DMVA Business Partnerships – Outreach to current DMVA business partners for annual partnership opportunities. Identify and develop new partnerships with businesses. When possible/desired by businesses, coordinate ribbon cuttings and “Welcome to Del Mar” ceremonies for business openings, expansions, changes in ownership, etc. Include business promotions in customer and business-to-business e-blasts and other promotions. Assist with downtown questions and connect businesses to the residential community and visitors.

2. Del Mar Village Dollars/Yiftee eGift Card – Continue coordinating the Del Mar Village Dollars community card program. As funding allows, implement promotions at key points in the year – including for holiday shopping – onboard new participating businesses, solicit corporate partnerships and grant funding, and promote the program to businesses and residents year-round.

3. Holiday Parking – Support the City holiday parking initiative by coordinating with the City of Del Mar Public Works for meter bagging and promoting free parking in holiday communications (customer and business e-blasts, social media, print ads, etc.).

Partner with City on Downtown Improvements and Programming

1. Streetscape Furnishings Improvement
a. Work with the Rotary Club of Del Mar on continuing to refurbish downtown streetscape furniture.
b. Assist the City in developing a formal downtown Bench Donation Program, including an agreement, fees, procedures, and outreach to existing and new bench donors.

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12 3. Sustainability
a. Assist the City in implementing and communicating to the Del Mar businesses environmental sustainability efforts, programs, and regulations to ensure business compliance with local, state, and federal laws and City goals. b. Plan and produce quarterly community cleanups to engage residents and downtown businesses in picking up trash from the streets, alleys, gutters, sidewalks, and beach areas.
c. Research and gather costs for other downtown sustainability opportunities, such as water refill stations and/or a beach bucket litter abatement program, etc. If financially and logistically feasible, implement such programs.

4. Downtown Sidewalk/Street Furnishings Power Wash/Litter Abatement Program a. Oversee, coordinate, and implement a quarterly program for power washing of Camino Del Mar and 15th Street downtown sidewalks, street furnishings, and a downtown litter abatement program using the San Diego Urban Corps. b. Provide notice of the program to Del Mar businesses. c. Provide before and after pictures to the City and Del Mar businesses.

Communication and Reporting to City

1. Meetings – DMVA to participate in monthly meetings with the City Manager, City Planning Director, and other City staff to ensure communication of Del Mar business issues and/or concerns.

2. City Council Liaisons – DMVA to work with the City Council liaisons, in conjunction with the City Manager, on downtown issues on an ongoing basis.

3. Reporting – DMVA to provide a written annual report outlining what has been done by DMVA to implement this Scope of Services and planned efforts through the end of the fiscal year (June 30) by August 1 of each year of the Agreement. 28 June 5, 2023 Item 05
City of Del Mar
Staff Report
________________________________________________________________________________________________________ City Council Action:

TO: Honorable Mayor and City Council Members
FROM: Emily Torres, Management Analyst
Clem Brown, Assistant City Manager
Via Ashley Jones, City Manager
DATE: June 5, 2023
SUBJECT: Agreement with Del Mar Community Connections for Senior Support Services
REQUESTED ACTION/RECOMMENDATION:

Staff recommends that the City Council: 1) Approve an Agreement with Del Mar Community Connections (DMCC) for senior support services (Attachment A) for an initial three-year term from July 1, 2023, through June 30, 2026; and 2) Authorize the City Manager to execute the Agreement.

DISCUSSION/ANALYSIS:

For many years, DMCC has provided critical services and addressed unmet community needs for Del Mar’s senior community with financial assistance from the City’s Community Support Grant Program. However, staff is now recommending that the partnership be formalized through a professional services agreement for services that are important to the Del Mar community but the City does not have the resources or capacity to directly provide. Staff made the determination that DMCC’s services under the Agreement are exempt from the City’s standard bid requirement because the high quality and ease of access to local services cannot be reasonably obtained from another source (Del Mar Municipal Code 7.04.090).

If approved, the City’s compensation to DMCC would continue to be $60,000 per fiscal year, for a total of $180,000 for the initial three-year term with the option to extend the contract by two (2) years. Attachment A includes the proposed Agreement and a detailed scope of work. Staff worked closely with DMCC to develop the scope of work to ensure the services for the three-year Agreement are aligned with the City’s goals and priorities and will provide sustained benefits to the Del Mar community. 1 June 5, 2023 Item 06
City Council Agenda Report
DMCC Senior Services Agreement
June 5, 2023

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Del Mar Community Connections (DMCC)
DMCC is a volunteer-driven organization providing programs and services to senior citizens, including primarily Del Mar residents, enabling them to live independently in their homes. Historically, DMCC has partnered with the City in providing senior services, healthy aging and educational programs, community events, and activities, as well as transportation services to assist seniors with grocery shopping and medical appointments.

Services provided by DMCC include the following, which are included in Exhibit A of the attached Agreement:
 Van services for groceries and shopping, including a wheelchair accessible van for errands, and transportation to COVID-19 vaccination appointments;  DMCC explorers’ series for hiking, museums, and cultural outings;  Aging and educational programs that includes talks on longevity, medical research, scam prevention, and estate planning;
 Computer and internet training programs;
 Annual flu shot clinics;
 Medical equipment available for loan;
 Lunch programs for a variety of participants, including those who are primarily home bound; and
 Community parties and celebrations, including weekly group clubs FISCAL IMPACT:

There is no action to be taken by the City Council related to this agenda item. Sufficient budget for the Agreement is included in the proposed budget for Fiscal Year (FY) 2023- 2024 and FY 2024-2025.

ENVIRONMENTAL REVIEW:

NEXUS TO CITY COUNCIL GOALS AND PRIORITIES:

This is an operational item not included on the Council list of Goals/Priorities.

ATTACHMENTS:

Attachment A – Agreement with Del Mar Community Connections 2 June 5, 2023 Item 06

PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF DEL MAR AND THE DEL MAR COMMUNITY CONNECTIONS

FOR SENIOR SUPPORT SERVICES
This Agreement is made and entered into this 1
st day of July, 2023, by and between the City
of Del Mar, a Charter City and a municipal corporation (“City”), and Del Mar Community Connections (“DMCC”), a California Public Benefit Corporation (collectively “Parties”).

WHEREAS, the City desires to enter into an agreement with DMCC to provide programs designed to support Del Mar seniors that would otherwise not be available (“Services”). Said work is to be performed in accordance with the terms and conditions set forth below and as described in the scope of services, attached hereto as Exhibit “A” and incorporated herein; and WHEREAS, the City has initially determined that DMCC is qualified by experience and ability to perform the services desired by City, and DMCC is willing to perform such services; and WHEREAS, DMCC will conduct all the work as described and detailed in this Agreement to be provided to the City.

NOW, THEREFORE, the Parties hereto mutually covenant and agree with each other as follows:

1. SERVICES.

1.1 Scope of Services. DMCC shall perform the Services as set forth in the written Scope of Services, attached hereto as Exhibit “A” and incorporated herein. Such services shall be provided at the direction of the City.

1.2. City Modification of Scope of Services. City may order changes to the Scope of Services within the general scope of this Agreement consisting of additions, deletions, or other revisions. If such changes cause a change in the DMCC’s cost of, or time required for, completion of the Scope of Services, an equitable adjustment to DMCC’s compensation and/or contract time shall be made, subject to the City’s approval. All such changes shall be authorized in writing, executed by DMCC and City. If such a change results in an extension of the term of this Agreement or increases the maximum amount to be paid under this Agreement, no such change shall have any force or effect unless an amendment to this Agreement is approved by the City Council.

2. DURATION OF AGREEMENT.

Time is of the essence for this Agreement and each provision of this Agreement, unless otherwise specified in this Agreement.
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2 2.2 Delay. Any delay resulting from causes beyond the control of DMCC may merit an extension of time for the completion of the Scope of Services. When such delay occurs, DMCC shall immediately notify the Project Coordinator, as designated by the City, in writing of the cause and the extent of the delay, whereupon the Project Coordinator shall ascertain the facts and the extent of the delay and grant an extension of time for the completion of the Services provided by DMCC when justified by the circumstances provided that no extension of time shall be granted which would extend the time for performance beyond the date specified in section 2.1 above.

2.3 City’s Right to Terminate for Default. Should DMCC be in default of any covenant or condition hereof, City may immediately terminate this Agreement for cause if DMCC fails to cure the default within ten (10) calendar days of receiving written notice of the default.

2.4 City’s Right to Terminate without Cause. Without limiting its rights in the event of DMCC’s default, City may terminate this Agreement, without cause, by giving written notice to DMCC consistent with direction provided by the City Council in a public meeting. Such termination shall be effective upon receipt of the written notice. DMCC shall be compensated for all effort and material expended on behalf of City under the terms of this Agreement, up to the effective date of termination. All personal property remaining in City facilities or on City property thirty (30) days after the expiration or termination of this Agreement shall be, at City’s election, considered the property of City.

3. PERFORMANCE AFTER TERMINATION. Upon termination of this Agreement as provided herein, DMCC shall, within such reasonable time period as may be directed by City Manager, complete those items of work which are in various stages of completion and which City Manager determines are necessary to be completed by DMCC to allow the project to be completed in a timely, logical, and orderly manner. Upon termination, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, and other materials prepared by DMCC shall be delivered to the City Manager, upon her request, as property of City.

4. COMPENSATION.

4.1 Total Amount. Compensation to DMCC shall be $60,000 per year to perform the Scope of Services contained in Exhibit “A”, and to be paid as a lump sum at the beginning of each fiscal year upon execution of the Agreement.

4.2 Additional Services. City may, as the need arises or in the event of an emergency, request additional services of DMCC. Should such additional services be required, Compensation therefore shall be paid to the DMCC in accordance with Scope of Services contained in Exhibit “A.” City and DMCC shall agree to the costs prior to commencement of such work.

5. INDEPENDENT CONTRACTOR. DMCC is, for all purposes arising out of this Agreement, an independent contractor. The DMCC has and shall retain the right to exercise full control and supervision of all persons assisting the DMCC in the performance of said services hereunder, the City only being concerned with the finished results of the work being performed.

Neither DMCC nor DMCC’s employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, any retirement benefits, workers’ compensation benefits, any injury leave or other leave benefits, DMCC being solely responsible 4 June 5, 2023 Item 06
Professional Services Agreement
Del Mar Community Connections - Senior Support Services

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3 for all such matters, as well as, compliance with social security and income tax withholding and all other regulations and laws governing such matters.

6. STATEMENT OF EXPERIENCE. DMCC agrees and represents by executing this Agreement that it has the financial resources, service experience, completion ability, personnel, and experience in dealing with public agencies necessary for performing the Scope of Services and that such performance shall be in accordance with the standards customarily adhered to by an experienced and competent service provider using the degree of care and skill ordinarily exercised by reputable service providers practicing in the same field of service in the State of California. Additionally, DMCC and all of DMCC’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

7. AUDIT OF RECORDS.

7.1 At any time during normal business hours and as often as may be deemed necessary, the DMCC shall make available to a representative of City for examination all of its records with respect to all matters covered by this Agreement and shall permit City to audit, examine, and/or reproduce such records. DMCC shall retain such financial and program service records for at least four (4) years after termination or final payment under this Agreement.

7.2 The DMCC shall include the City’s right to audit under this section in any and all of their subcontracts and shall ensure that these sections are binding upon all subcontractors.

8. CONFIDENTIALITY. All services performed by DMCC, including, but not limited to, all drafts, data, correspondence, proposals, reports, research and estimates compiled or composed by DMCC, pursuant to this Agreement, are for the sole use of the City, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the City. This provision does not apply to information that (a) was publicly known, or otherwise known to DMCC, at the time that it was disclosed to DMCC by the City, (b) subsequently becomes publicly known through no act or omission of DMCC or (c) otherwise becomes known to DMCC other than through disclosure by the City. Except for any subcontractors that may be allowed upon prior agreement, neither the documents nor their contents shall be released to any third party without the prior written consent of the City. The sole purpose of this section is to prevent disclosure of City’s confidential and proprietary information by DMCC or subcontractors.

9. CONFLICTS OF INTEREST.

9.1 DMCC shall at all times comply with all federal, state and local conflict of interest laws, regulations, and policies applicable to public contracts and procurement practices, including, but not limited to, California Government Code §§ 81000 et seq. (Political Reform Act) and §§ 1090 et seq. DMCC shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the City in which the DMCC has a financial interest as defined in Government Code § 87103. DMCC represents that it has no knowledge of any financial interests, which would require it to disqualify itself from any matter on which it might perform services for the City.
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4 9.2 DMCC shall comply with all of the reporting requirements of the Political Reform Act. The DMCC shall file a Fair Political Practices Commission Form 700 (Assuming Office Statement) within thirty (30) calendar days of the City’s determination that the DMCC is subject to a conflict of interest code, if applicable. The DMCC shall also file a Form 700 (Annual Statement) on or before April 1, disclosing any financial interests held during the previous calendar year for which the DMCC was subject to a conflict of interest code.

9.3 If, in performing the Consulting Services set forth in this Agreement, the DMCC makes, or participates in, a “governmental decision” as described in Title 2, section 18701(a)(2) of the California Code of Regulations, or performs the same or substantially all the same duties for the City that would otherwise be performed by a City employee holding a position specified in the department's conflict of interest code, the DMCC shall be subject to a conflict of interest code requiring the completion of one or more statements of economic interests disclosing the DMCC’s relevant financial interests.

10. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by DMCC under this Agreement shall be considered the property of City. DMCC shall be permitted to reference and use said materials for use in future studies, work, and marketing so long as said materials are considered “public documents” and are not subject to attorney-client privilege, or the subject of pending closed or executive session discussions.

11. INSURANCE

11.1 DMCC shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the DMCC, their agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A.M. Best’s rating of no less than “A” and “VII” and are admitted to do business in the State of California, unless otherwise approved in writing by the City’s Risk Manager.

11.2 DMCC’s liabilities, including but not limited to DMCC’s indemnity obligations, under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. All policies of insurance required hereunder must provide that the City is entitled to thirty (30) days prior written notice (ten (10) days for cancellation due to non-payment of premium) of cancellation or non-renewal of the policy or policies. Maintenance of specified insurance coverage is a material element of this Agreement.

11.3 Types and Amounts Required. DMCC shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:

11.3.1 Commercial General Liability (CGL). Insurance written on an ISO Occurrence form CG 00 01 07 98 or equivalent providing coverage at least as broad which shall cover liability arising from any and all personal injury or property damage in the amount of $1,000,000 per occurrence and subject to an annual aggregate of $2,000,000. There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. insured claims or contractual liability. All defense costs shall be outside the limits of the policy. 6 June 5, 2023 Item 06
Professional Services Agreement
Del Mar Community Connections - Senior Support Services

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5 11.3.2 Commercial Automobile Liability. For all of the DMCC's automobiles including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing coverage at least as broad for bodily injury and property damage for a combined single limit of $300,000 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).

The DMCC shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents and representatives.

11.3.4 Consulting Liability. Consulting liability (errors and omissions) coverage with a limit of $1,000,000 per claim and $2,000,000 annual aggregate. The DMCC shall ensure both that (1) the policy retroactive date is on or before the date of commencement of the Scope of Services; and (2) the policy will be maintained in force for a period of three years after substantial completion of the Scope of Services or termination of this Agreement whichever occurs last. The DMCC agrees that for the time period defined above, there will be no changes or endorsements to the policy that increase the City's exposure to loss. All defense costs shall be outside the limits of the policy.

11.4 Deductibles and Self-Insured Retentions. Any deductibles or selfinsured retentions are the responsibility of the DMCC and must be declared to and approved by the City. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers, or (2) the DMCC shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

11.5 Additional Required Provisions. The commercial general liability and automobile liability policies shall contain, or be endorsed to contain, the following provisions:

11.5.2 The policies are primary and non-contributory to any insurance that may be carried by the City, as reflected in an endorsement which shall be submitted to the City.

11.6 Verification of Coverage. DMCC shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this Section 11. The endorsement should be on forms provided by the City or on other than the City’s forms provided those endorsements conform to City requirements. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time.
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6 12. DEFENSE AND INDEMNIFICATION.

12.1 DMCC agrees to indemnify, defend (with attorneys approved by City), and hold harmless the City, and its officers, officials, agents and employees (the “Indemnified Parties”) from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the DMCC, its employees’, agents’, and subcontractors’ performance of services under this Agreement. DMCC’s duty to indemnify under this section shall not include liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense arising from the sole negligence or willful misconduct by the City or its elected officials, officers, agents, and employees. DMCC's indemnification obligations shall not be limited by the insurance provisions of this Agreement. The Parties expressly agree that any payment, attorney's fees, costs or expense City incurs or makes to or on behalf of an injured employee under the City's selfadministered 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.

12.2 This indemnity is in addition to any other rights or remedies which City may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, at its sole discretion, reserve, retain or apply any monies due to DMCC under this Agreement for the purpose of resolving such claims; provided however, that City may release such funds if DMCC provides City with reasonable assurances of protection of the City's interest. The City shall, in its sole discretion determine whether such assurances are reasonable.

12.3 DMCC agrees that its duty to defend arises upon an allegation of liability based upon the performance of services under this Agreement by DMCC, its officers, agents, representatives, employees, sub-DMCCs, or anyone for whom DMCC is liable and that an adjudication of DMCC’s liability is not a condition precedent to DMCC's duty to defend.

13. SUBCONTRACTORS.

13.1 The DMCC’s hiring or retaining of third parties (i.e. subcontractors) to perform services related to the Project is subject to prior approval by the City.

13.2 All contracts entered into between the DMCC and its subcontractor shall also provide that each subcontractor shall obtain insurance policies, which shall be kept in full force and effect during any and all work on this Project and for the duration of this Agreement.

The DMCC shall require the subcontractor to obtain all policies described in section 11 of this Agreement in the amounts required by the City, which shall not be greater than the amounts required of the DMCC.

13.3 In any dispute between the DMCC and its subconsultants, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The DMCC agrees to defend and indemnify the City as described in section 12 of this Agreement should the City be made a party to any judicial or administrative proceeding to resolve any such dispute or should the City incur any costs in responding to third-party discovery requests.

Page 7 of 11 ends

7 protected under state, federal, or local law. DMCC shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to any class or category protected under state, federal, or local law and shall make reasonable accommodation to qualified individuals with disabilities. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. DMCC agrees to post in conspicuous places available to employees and applicants for employment any notices provided by City setting forth the provisions of this non-discrimination clause.

City of Del Mar Del Mar Community Connections
City Clerk Attn: President
1050 Camino del Mar PO Box 2947
Del Mar, CA 92014 Del Mar, CA 92014
16 ASSIGNABILITY. This Agreement and any portion thereof shall not be assigned or transferred, nor shall any of the DMCC’s duties be delegated or sub-contracted, without the express written consent of the City.

17. RESPONSIBILITY FOR EQUIPMENT. City shall not be responsible nor held liable for any damage to persons or property consequent upon the use, misuse, or failure of any equipment used by DMCC or any of DMCC’s employees or subcontractors, even if such equipment has been furnished, rented, or loaned to DMCC by City. The acceptance or use of any such equipment by DMCC, DMCC’s employees, or subcontractors shall be construed to mean that DMCC accepts full responsibility for and agrees to exonerate, indemnify and hold harmless City from and against any and all claims for any damage whatsoever resulting from the use, misuse, or failure of such equipment.

DMCC hereby waives any and all rights it might have pursuant to California Code of Civil Procedure section 394.

19. COMPLIANCE WITH LAWS. The DMCC shall comply with all laws, ordinances, regulations, and policies of the federal, state, and local governments applicable to this Agreement, including California Labor Code section 1720, et seq., relating to payment of prevailing wages for public works projects, if applicable. DMCC shall indemnify and defend the Indemnified Parties from and against any liability incurred due to any failure on the part of DMCC to comply with any applicable Laws.

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8 requirement with the Department of Industrial Relations, State of California (DIR), pursuant to Labor Code section 1725.5. As of March 1, 2015, in compliance with SB 854, the City requires all affected contractors and DMCCs to be registered with the DIR prior to submitting a bid or proposal on any eligible District project. As of April 1, 2015, failure to comply with the requirements of SB 854 by any contractor or DMCC, including registration with the DIR pursuant to Labor Code section 1725.5, shall be a material breach of this Agreement which may be terminated by the City in its sole and absolute discretion. Where applicable, this project is subject to compliance monitoring and enforcement by the DIR.

20. DMCC’S CERTIFICATION OF AWARENESS OF IMMIGRATION REFORM AND CONTROL ACT OF 1986. DMCC certifies that DMCC is aware of the requirements of the Immigration Reform and Control Act of 1986 (8 USC §§ 1101-1525) and has complied and will comply with these requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors, and DMCCs that are included in this Agreement.

22. AMENDMENTS. This Agreement may be modified or amended only by a written document executed by both DMCC and City and approved as to form by the City Attorney. No change, alteration, or modification of the terms or conditions of this Agreement, and no verbal understanding of the Parties, their officers, agents, or employees shall be valid unless agreed to in writing by both Parties.

23. NO WAIVER. No failure of either the City or the DMCC to insist upon the strict performance by the other of any covenant, term or condition of this Agreement, nor any failure to exercise any right or remedy consequent upon a breach of any covenant, term, or condition of this Agreement shall constitute a waiver of any such breach of such covenant, term or condition.

24. SEVERABILITY. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision unenforceable, invalid, or illegal.

26. LEGAL FEES. In the event of the bringing of any action or suit by either party hereto against the other party hereunder to enforce or interpret any of the provisions, covenants or conditions of this Agreement, or arising out of any tortuous conduct by either party incident to this Agreement, the prevailing party in such action or suit shall be entitled to recover all costs and expenses of suit, including reasonable attorneys' fees. In any action or suit brought to enforce this Agreement, the damages available shall be limited to specific performance or other such equitable relief that the court may order.
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28. EXHIBITS INCORPORATED. All Exhibits referenced in this Agreement are incorporated into the Agreement by this reference.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF DEL MAR,
a municipal corporation
By: ___________________________
Ashley Jones, City Manager

DEL MAR COMMUNITY CONNECTIONS
By: _______________________________
Robert S. Gans, President

ATTEST:
________________________________
Nestor Machado, Acting City Clerk
APPROVED AS TO FORM:
_______________________________
Leslie E. Devaney, City Attorney
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10 EXHIBIT “A”
Del Mar Community Connections
Senior Support Services Scope of Services
July 1, 2023, through June 30, 2026
Del Mar Community Connections will provide the following critical support services to Del Mar senior residents and residents with accessibility needs.

Transportation Services

1. Sassy Chassis Shopping Van/Grocery Van

2. Foxy Flyer Wheelchair Accessible Van

3. Management of Volunteer Driver program

4. Medical and essential appointments

5. Personalized grocery appointments

6. DMCC Explorers series: Hiking/museums/cultural outings

7. Theater/Movie/Foodie Vans and Safari Park Shuttle: transportation to cultural events

8. Transportation to Covid-19 vaccination appointments
Healthy Aging and Educational Programs

1. Health and Wellness Premiere Speaker Series, hosting experts on topics such as the secrets of longevity, research on medical treatments, and self-advocacy issues

2. Informational sessions on topics specific to the senior lifestyle, such as scam prevention, decluttering, and estate planning

3. Partnerships with organizations such as the Alzheimer’s Association, the Braille Institute, and the Southern Caregiver Resource Center

4. Computer Tutoring/Internet Class/Digital Den

5. Memoir writing workshop

6. Chair exercise class

7. Qigong with Ali

8. Sand Striders beach walking group

9. Annual Flu Shot Clinic

10. Medical Equipment such as wheelchairs and walkers available for loan

11. Remarkable Del Mar History monthly local history lesson from the Del Mar Historical Society

12. In development: Dementia Caregivers support group, regular dances focused on movement
Community Events and Activities

1. Tuesday Lunch Connections

2. In Home lunches for those who are primarily home bound

3. ROMEO Lunches (Retired Older Men Eating Out)

4. DMCC Diners mixed gender lunch group for eating out

5. Holiday Party, annual Ice Cream Social, and annual Champagne and Chocolate community celebration

6. Weekly Bridge, Mah Jongg, and Knitting Circle
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11 7. Page Turners Book Talk group in partnership with the Del Mar library branch

8. Sage Investment Group Investing Interest Club

9. Singing Together singalong group

10. Host monthly office hours for current mayor (optional for mayor)

11. Mah Jongg and Bridge lessons
13 June 5, 2023 Item 06
City of Del Mar
Staff Report
________________________________________________________________________________________________________ City Council Action:

TO: Honorable Mayor and City Council Members
FROM: Emily Torres, Management Analyst
Clem Brown, Assistant City Manager
Via Ashley Jones, City Manager
DATE: June 5, 2023
SUBJECT: Agreement with the Regional Task Force on Homelessness for Point-InTime Count Services REQUESTED ACTION/RECOMMENDATION:

Staff recommends that the City Council: 1) Approve an Agreement with the Regional Task Force on Homelessness (RTFH) for Point-In-Time Count Services (Attachment A) for an initial three-year term from July 1, 2023, through June 30, 2026, and 2) Authorize the City Manager to execute the Agreement.

DISCUSSION/ANALYSIS:

The Regional Task Force on Homelessness (RTFH) is a San Diego 501c(3) non-profit and an integrated group of stakeholders committed to preventing and alleviating homelessness in San Diego by providing essential data on the issue of homelessness through an annual homeless count. The annual homeless Point-in-Time (PIT) Count is federally mandated by the Department of Housing and Urban Development (HUD), which requires an annual count of all persons experiencing homelessness both on the streets and in shelters on a single night in January. RTFH participates in and largely organizes the PIT count each year in San Diego County, providing this service for many agencies in San Diego County, including the City of Del Mar. Additionally, RTFH produces an annual report of their findings from the PIT Count.

The majority of RTFH’s funding comes from federal grants, local government contracts, and philanthropy. Historically, RTFH has applied and received grant funding through Del Mar’s Community Support Program to provide PIT services. However, since the City is federally mandated to participate in the PIT Count, and to ensure annual compliance, staff is recommending that the City enter into a professional services agreement with the RTFH. The initial term of the agreement is for a period of three years, with the option to extend the agreement by two (2) years.
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RTFH Agreement
June 5, 2023

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Staff made the determination that RFTH’s services are exempt from the City’s standard bid requirement because their services cannot be reasonably obtained from another source (Del Mar Municipal Code 7.04.090).

The City’s compensation to RTFH for the PIT Count would be $2,000 per fiscal year, for a total of $6,000 for the initial three-year term. Attachment A includes the proposed Agreement with RTFH and a detailed scope of work. Staff worked closely with RTFH to develop the scope of work for the PIT Count to ensure Del Mar will remain in compliance with HUD requirements.

FISCAL IMPACT:

There is no fiscal action to be taken by the City Council related to this agenda item. The $2,000 annual funding requirement is included in the proposed budget for Fiscal Year (FY) 2023-2024 and FY 2024-2025.

ENVIRONMENTAL REVIEW:

NEXUS TO CITY COUNCIL GOALS AND PRIORITIES:

This is an operational item not included on the City Council list of Goals/Priorities.

ATTACHMENTS:

Attachment A – Agreement with Regional Task Force on Homelessness 2 June 5, 2023 Item 07
Attachment A

PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF DEL MAR AND THE REGIONAL TASK FORCE ON HOMELESSNESS

FOR POINT-IN-TIME COUNT SERVICES
This Agreement is made and entered into this 1
st day of July, 2023, by and between the City
of Del Mar, a Charter City and a municipal corporation (“City”), and the Regional Task Force on Homelessness (“RTFH”) (collectively “Parties”).

WHEREAS, the City desires to enter into an agreement with RTFH to perform the annual homeless Point-in-time count in the City of Del Mar as federally mandated by the Department of Housing and Urban Development (“Services”). Said work is to be performed in accordance with the terms and conditions set forth below and as described in the scope of services, attached hereto as Exhibit “A” and incorporated herein; and
WHEREAS, the City has determined that RTFH is qualified by experience and ability to perform the services desired by City, and RTFH is willing to perform such services; and WHEREAS, RTFH will conduct all the work as described and detailed in this Agreement to be provided to the City.

NOW, THEREFORE, the Parties hereto mutually covenant and agree with each other as follows:

1. SERVICES.

1.1 Scope of Services. RTFH shall perform the Services as set forth in the written Scope of Services, attached hereto as Exhibit “A” and incorporated herein. Such services shall be provided at the direction of the City.

1.2. City Modification of Scope of Services. City may order changes to the Scope of Services within the general scope of this Agreement consisting of additions, deletions, or other revisions. If such changes cause a change in the RTFH’s cost of, or time required for, completion of the Scope of Services, an equitable adjustment to RTFH’s compensation and/or contract time shall be made, subject to the City’s approval. All such changes shall be authorized in writing, executed by RTFH and City. If such a change results in an extension of the term of this Agreement or increases the maximum amount to be paid under this Agreement, no such change shall have any force or effect unless an amendment to this Agreement is approved by the City Council.

2. DURATION OF AGREEMENT.

2.1 Term, Time for Performance. This Agreement shall be effective for an initial period of three (3) years beginning July 1, 2023, through June 30, 2026. Upon satisfactory performance and written agreement of both Parties, the Agreement may be extended for an additional two (2) year period.

Time is of the essence for this Agreement and each provision of this Agreement, unless otherwise specified in this Agreement.
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2 2.2 Delay. Any delay resulting from causes beyond the control of RTFH may merit an extension of time for the completion of the Scope of Services. When such delay occurs, RTFH shall immediately notify the Project Coordinator in writing of the cause and the extent of the delay, whereupon the Project Coordinator shall ascertain the facts and the extent of the delay and grant an extension of time for the completion of the Consulting Services when justified by the circumstances provided that no extension of time shall be granted which would extend the time for performance beyond the date specified in section 2.1 above.

2.3 City’s Right to Terminate for Default. Should RTFH be in default of any covenant or condition hereof, City may immediately terminate this Agreement for cause if RTFH fails to cure the default within ten (10) calendar days of receiving written notice of the default.

2.4 City’s Right to Terminate without Cause. Without limiting its rights in the event of RTFH’s default, City may terminate this Agreement, without cause, by giving written notice to RTFH. Such termination shall be effective upon receipt of the written notice. RTFH shall be compensated for all effort and material expended on behalf of City under the terms of this Agreement, up to the effective date of termination. All personal property remaining in City facilities or on City property thirty (30) days after the expiration or termination of this Agreement shall be, at City’s election, considered the property of City.

3. PERFORMANCE AFTER TERMINATION. Upon termination of this Agreement as provided herein, RTFH shall, within such reasonable time period as may be directed by City Manager, complete those items of work which are in various stages of completion and which City Manager determines are necessary to be completed by RTFH to allow the project to be completed in a timely, logical, and orderly manner. Upon termination, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, and other materials prepared by RTFH shall be delivered to the City Manager, upon her request, as property of City.

4. COMPENSATION.

4.1 Amount. Compensation to RTFH shall be $2,000 per year to perform the Scope of Services contained in Exhibit “A”, and to be paid as a lump sum at the beginning of each fiscal year upon execution of the Agreement.

4.2 Additional Services. City may, as the need arises or in the event of an emergency, request additional services of RTFH. Should such additional services be required, Compensation therefore shall be paid to the RTFH in accordance with Scope of Services contained in Exhibit “A.” City and RTFH shall agree to the costs prior to commencement of such work. G

5. INDEPENDENT CONTRACTOR. RTFH is, for all purposes arising out of this Agreement, an independent contractor. The RTFH has and shall retain the right to exercise full control and supervision of all persons assisting the RTFH in the performance of said services hereunder, the City only being concerned with the finished results of the work being performed.

Neither RTFH nor RTFH’s employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, any retirement benefits, workers’ compensation benefits, any injury leave or other leave benefits, RTFH being solely responsible for all such matters, as well as, compliance with social security and income tax withholding and all other regulations and laws governing such matters.
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3 6. STATEMENT OF EXPERIENCE. RTFH agrees and represents by executing this Agreement that it has the financial resources, service experience, completion ability, personnel, and experience in dealing with public agencies necessary for performing the Scope of Services and that such performance shall be in accordance with the standards customarily adhered to by an experienced and competent RTFH using the degree of care and skill ordinarily exercised by reputable RTFH’s practicing in the same field of service in the State of California. Additionally, RTFH and all of RTFH’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

7. AUDIT OF RECORDS.

7.1 At any time during normal business hours and as often as may be deemed necessary, the RTFH shall make available to a representative of City for examination all of its records with respect to all matters covered by this Agreement and shall permit City to audit, examine, and/or reproduce such records. RTFH shall retain such financial and program service records for at least four (4) years after termination or final payment under this Agreement.

7.2 The RTFH shall include the City’s right to audit under this section in any and all of their subcontracts and shall ensure that these sections are binding upon all subcontractors.

8. CONFIDENTIALITY. All services performed by RTFH, including, but not limited to, all drafts, data, correspondence, proposals, reports, research and estimates compiled or composed by RTFH, pursuant to this Agreement, are for the sole use of the City, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the City. This provision does not apply to information that (a) was publicly known, or otherwise known to RTFH, at the time that it was disclosed to RTFH by the City, (b) subsequently becomes publicly known through no act or omission of RTFH or (c) otherwise becomes known to RTFH other than through disclosure by the City. Except for any subcontractors that may be allowed upon prior agreement, neither the documents nor their contents shall be released to any third party without the prior written consent of the City. The sole purpose of this section is to prevent disclosure of City’s confidential and proprietary information by RTFH or subcontractors.

9. CONFLICTS OF INTEREST.

9.1 RTFH shall at all times comply with all federal, state and local conflict of interest laws, regulations, and policies applicable to public contracts and procurement practices, including, but not limited to, California Government Code §§ 81000 et seq. (Political Reform Act) and §§ 1090 et seq. RTFH shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the City in which the RTFH has a financial interest as defined in Government Code § 87103. RTFH represents that it has no knowledge of any financial interests, which would require it to disqualify itself from any matter on which it might perform services for the City.

10. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by RTFH under this Agreement shall be considered the property of City. RTFH shall be permitted to reference, and use said materials for use in future studies, work, and marketing so long as said materials are considered “public documents” and 5 June 5, 2023 Item 07
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4 are not subject to attorney-client privilege, or the subject of pending closed or executive session discussions.

11. INSURANCE

11.1 RTFH shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the RTFH, their agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A.M. Best’s rating of no less than “A” and “VII” and are admitted to do business in the State of California, unless otherwise approved in writing by the City’s Risk Manager.

11.2 RTFH’s liabilities, including but not limited to RTFH’s indemnity obligations, under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. All policies of insurance required hereunder must provide that the City is entitled to thirty (30) days prior written notice (ten (10) days for cancellation due to non-payment of premium) of cancellation or non-renewal of the policy or policies. Maintenance of specified insurance coverage is a material element of this Agreement.

11.3 Types and Amounts Required. RTFH shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:

11.3.2 Commercial Automobile Liability. For all of the RTFH's automobiles including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing coverage at least as broad for bodily injury and property damage for a combined single limit of $300,000 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).

11.3.3 Workers' Compensation. For all of the RTFH's employees who are subject to this Agreement and to the extent required by applicable state or federal law, a Workers' Compensation policy providing at minimum $1,000,000 employers' liability coverage.

The RTFH shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents and representatives.

11.3.4 Social Services Professional Liability. Social Services Professional Liability (errors and omissions) coverage with a limit of $1,000,000 per claim and $2,000,000 annual aggregate. The RTFH shall ensure both that (1) the policy retroactive date is on or before the date of commencement of the Scope of Services; and (2) the policy will be maintained in force for a period of three years after substantial completion of the Scope of Services or termination of this Agreement whichever occurs last. The RTFH agrees that for the 6 June 5, 2023 Item 07
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5 time period defined above, there will be no changes or endorsements to the policy that increase the City's exposure to loss. All defense costs shall be outside the limits of the policy.

11.4 Deductibles and Self-Insured Retentions. Any deductibles or selfinsured retentions are the responsibility of the RTFH and must be declared to and approved by the City. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers, or (2) the RTFH shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

11.5 Additional Required Provisions. The commercial general liability and automobile liability policies shall contain, or be endorsed to contain, the following provisions:

11.5.2 The policies are primary and non-contributory to any insurance that may be carried by the City, as reflected in an endorsement which shall be submitted to the City.

11.6 Verification of Coverage. RTFH shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this Section 11. The endorsement should be on forms provided by the City or on other than the City’s forms provided those endorsements conform to City requirements. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time.

12. DEFENSE AND INDEMNIFICATION.

12.1 RTFH agrees to indemnify, defend (with attorneys approved by City), and hold harmless the City, and its officers, officials, agents and employees (the “Indemnified Parties”) from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the RTFH, its employees, agents, and subcontractors performance of services under this Agreement.

RTFH’s duty to indemnify under this section shall not include liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense arising from the sole negligence or willful misconduct by the City or its elected officials, officers, agents, and employees. RTFH's indemnification obligations shall not be limited by the insurance provisions of this Agreement. The Parties expressly agree that any payment, attorney's fees, 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.

12.2 This indemnity is in addition to any other rights or remedies which City may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, at its sole discretion, reserve, retain or apply any monies due to RTFH under this Agreement for the purpose of resolving such claims; provided however, that City may release such funds if RTFH provides City with reasonable assurances of protection of the City's interest. The City shall, in its sole discretion determine whether such assurances are reasonable.
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6 12.3 RTFH agrees that its duty to defend arises upon an allegation of liability based upon the performance of services under this Agreement by RTFH, its officers, agents, representatives, employees, sub-RTFHs, or anyone for whom RTFH is liable and that an adjudication of RTFH’s liability is not a condition precedent to RTFH's duty to defend.

13. SUBCONTRACTORS.

13.1 The RTFH’s hiring or retaining of third parties (i.e. subcontractors) to perform services related to the Project is subject to prior approval by the City.

13.2 All contracts entered into between the RTFH and its subcontractor shall also provide that each subcontractor shall obtain insurance policies, which shall be kept in full force and effect during any and all work on this Project and for the duration of this Agreement.

The RTFH shall require the subcontractor to obtain all policies described in section 11 of this Agreement in the amounts required by the City, which shall not be greater than the amounts required of the RTFH.

13.3 In any dispute between the RTFH and its subconsultants, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The RTFH agrees to defend and indemnify the City as described in section 12 of this Agreement should the City be made a party to any judicial or administrative proceeding to resolve any such dispute or should the City incur any costs in responding to third-party discovery requests.

14. NON-DISCRIMINATION. RTFH shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, ancestry, physical or mental disability, medical condition, genetic information, marital status, military or veteran status, gender, gender identity, gender expression, sexual orientation, or any other class protected under state, federal, or local law. RTFH shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to any class or category protected under state, federal, or local law and shall make reasonable accommodation to qualified individuals with disabilities. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. RTFH agrees to post in conspicuous places available to employees and applicants for employment any notices provided by City setting forth the provisions of this non-discrimination clause.

City of Del Mar RTFH
City Clerk Tamera Kohler
1050 Camino del Mar 4699 Murphy Canyon Road
Del Mar, CA 92014 San Diego, CA 92123
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7 16 ASSIGNABILITY. This Agreement and any portion thereof shall not be assigned or transferred, nor shall any of the RTFH’s duties be delegated or sub-contracted, without the express written consent of the City.

17. RESPONSIBILITY FOR EQUIPMENT. City shall not be responsible nor held liable for any damage to persons or property consequent upon the use, misuse, or failure of any equipment used by RTFH or any of RTFH’s employees or subcontractors, even if such equipment has been furnished, rented, or loaned to RTFH by City. The acceptance or use of any such equipment by RTFH, RTFH’s employees, or subcontractors shall be construed to mean that RTFH accepts full responsibility for and agrees to exonerate, indemnify and hold harmless City from and against any and all claims for any damage whatsoever resulting from the use, misuse, or failure of such equipment.

RTFH hereby waives any and all rights it might have pursuant to California Code of Civil Procedure section 394.

19. COMPLIANCE WITH LAWS. The RTFH shall comply with all laws, ordinances, regulations, and policies of the federal, state, and local governments applicable to this Agreement, including California Labor Code section 1720, et seq., relating to payment of prevailing wages for public works projects, if applicable. RTFH shall indemnify and defend the Indemnified Parties from and against any liability incurred due to any failure on the part of RTFH to comply with any applicable Laws.

To the extent RTFH is required to comply with prevailing wage requirements, RTFH does hereby acknowledge that they are aware of, have read, and understand the terms and implications of SB 854 and RTFH and any subconsultants ensure that they are familiar with and comply with its requirements. Such requirements include, but are not limited to, the registration requirement with the Department of Industrial Relations, State of California (DIR), pursuant to Labor Code section 1725.5. As of March 1, 2015, in compliance with SB 854, the City requires all affected contractors and RTFHs to be registered with the DIR prior to submitting a bid or proposal on any eligible District project. As of April 1, 2015, failure to comply with the requirements of SB 854 by any contractor or RTFH, including registration with the DIR pursuant to Labor Code section 1725.5, shall be a material breach of this Agreement which may be terminated by the City in its sole and absolute discretion. Where applicable, this project is subject to compliance monitoring and enforcement by the DIR.

20. RTFH’S CERTIFICATION OF AWARENESS OF IMMIGRATION REFORM AND CONTROL ACT OF 1986. RTFH certifies that RTFH is aware of the requirements of the Immigration Reform and Control Act of 1986 (8 USC §§ 1101-1525) and has complied and will comply with these requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors, and RTFHs that are included in this Agreement.

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8 22. AMENDMENTS. This Agreement may be modified or amended only by a written document executed by both RTFH and City and approved as to form by the City Attorney. No change, alteration, or modification of the terms or conditions of this Agreement, and no verbal understanding of the Parties, their officers, agents, or employees shall be valid unless agreed to in writing by both Parties.

23. NO WAIVER. No failure of either the City or the RTFH to insist upon the strict performance by the other of any covenant, term or condition of this Agreement, nor any failure to exercise any right or remedy consequent upon a breach of any covenant, term, or condition of this Agreement shall constitute a waiver of any such breach of such covenant, term or condition.

24. SEVERABILITY. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision unenforceable, invalid, or illegal.

27. CONFLICTS BETWEEN TERMS. If an apparent conflict or inconsistency exists between the main body of this Agreement and the Exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this Agreement, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement.

28. EXHIBITS INCORPORATED. All Exhibits referenced in this Agreement are incorporated into the Agreement by this reference.

29. SIGNING AUTHORITY. The representative for each Party signing on behalf of a corporation, partnership, joint venture, or governmental entity hereby declares that authority has been obtained to sign on behalf of the corporation, partnership, joint venture, or entity and agrees to hold the other Party or Parties hereto harmless if it is later determined that such authority does not exist.
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9 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF DEL MAR,
a municipal corporation
By: ___________________________
Ashley Jones, City Manager

REGIONAL TASK FORCE ON

HOMELESSNESS
By: _______________________________
Tamera Kohler, Chief Executive Officer

ATTEST:
________________________________
Nestor Machado, Acting City Clerk
APPROVED AS TO FORM:
_______________________________
Leslie E. Devaney, City Attorney
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10 EXHIBIT “A”
Regional Task Force on Homelessness
Point-In-Time Count Scope of Services
July 1, 2023, through June 30, 2026
The annual homeless Point-in-Time (PIT) count is federally mandated by the Department of Housing and Urban Development (HUD) to count all persons experiencing homelessness both on the streets and in shelters on a single night each year in January. The Regional Taskforce on Homelessness will perform the annual PIT count for the City of Del Mar and will write documentation (report) of the findings, each year during the term of the agreement. 12 June 5, 2023 Item 07
City of Del Mar
Agenda Report
________________________________________________________________________________________________________ City Council Action:

TO: Honorable Mayor and City Council Members
FROM: Emily Torres, Management Analyst
Clem Brown, Assistant City Manager
Via Ashley Jones, City Manager
DATE: June 5, 2023
SUBJECT: Funding and Service Agreement with Del Mar Community Connections for the Del Mar Rental Assistance Program
REQUESTED ACTION/RECOMMENDATION:

Staff recommends that the City Council: 1) Approve a Funding and Service Agreement with Del Mar Community Connections (DMCC) for management and administration of the Del Mar Rental Assistance Program until the Program naturally terminates due to attrition (Attachment A); and 2) Authorize the City Manager to execute the Agreement.

BACKGROUND:

In 1988, the City’s Rental Assistance Program (Program) was created to provide affordable housing opportunities within the City of Del Mar. The Program has been funded through the Housing Assistance Fund, which is a special revenue fund made up of housing in-lieu fees collected by the City. Currently, there are four participants in the Program.

Unfortunately, the cost to administer the Program has increased over time to approximately $94,000 annually, while the Housing in-lieu fee revenue used to support the Program has continued to significantly decline to a level that is insufficient to cover the costs of the Program. Therefore, making the Program financially unsustainable for the City.

On September 7, 2021, City staff provided an in-depth overview of the Rental Assistance Program and Housing Assistance Fund, at which time the City Council directed staff to work on phasing out the Program and to coordinate with DMCC on a smooth transition of the Program participants by June 30, 2022.

On May 2, 2022, the City Council authorized a one-year extension of the program through June 30, 2023, to provide more time for staff and the program participants to work with the County Health and Human Services Department to identify other available rental subsidy programs or suitable housing options.
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DMCC Funding and Service Agreement
June 5, 2023

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On March 6, 2023, DMCC requested that the City agree to continue partially funding the Program and let DMCC take over all aspects of Program administration and management to allow the four remaining participants to continue in the Program until such time that the Program naturally ends through attrition. As part of the proposal authorized by the City Council, the City will provide DMCC with a minimum of 50% of the projected Program costs annually at the start of the City’s fiscal year. The City’s contributions to the Program are anticipated to be approximately $40,000 annually, but may vary depending on actual Program expenses and Housing In-Lieu revenues received per fiscal year.

DISCUSSION/ANALYSIS:

Starting July 1, 2023, DMCC will assume all responsibility for the Program. Per the Services and Funding Agreement between the City and DMCC, the City will pay a minimum of 50% of the Program costs, but may vary depending on the total amount of Housing In-Lieu revenues received by the City. For context, the annual cost of the Program, minus DMCC’s previous $14,000 fee for Program administration, is currently approximately $80,000. If the Program costs generally remain the same, the cost to the City annually would be approximately $40,000. The annual contribution by the City will be based on the actual Program costs and Housing In-Lieu revenues received, which will be confirmed through a reconciliation completed by the City and DMCC at the end of each fiscal year.

The Program will continue for the current four participants only until such time that the Program naturally terminates due to attrition. No new participants will be accepted into the Program moving forward, and other than for DMCC Program fundraising purposes, there will be no further promotion of the Program. Additionally, starting July 1, 2023, the City of Del Mar will no longer be referenced on any agreements with program participants, leases, program documents, etc., nor will the City be making any payments related to the Program to anyone other than the DMCC as described in the Funding and Service Agreement.

FISCAL IMPACT:

There is no fiscal action to be taken by the City Council related to this agenda item. Funds for this program are included in the City’s proposed next two-year operating and capital budget. The City will provide DMCC with 50% of the projected program costs at the start of each fiscal year. The City’s contribution to the Program is anticipated to be approximately $40,000 annually but may vary depending on program expenses.

ENVIRONMENTAL IMPACT:

NEXUS TO CITY COUNCIL GOALS & PRIORITIES
This is an operational item not included on the list of Council Goals/Priorities.

ATTACHMENTS:

Attachment A – Funding and Service Agreement with Del Mar Community Connections 2 June 5, 2023 Item 08

FUNDING AND SERVICE AGREEMENT BETWEEN

THE CITY OF DEL MAR AND DEL MAR COMMUNITY CONNECTIONS

FOR RENTAL ASSISTANCE SUBSIDY PROGRAM
This Agreement is made and entered into this 1
st day of July, 2023, by and between the City
of Del Mar, a Charter City and a municipal corporation (“City”), and Del Mar Community Connections (“DMCC”), a California Public Benefit Corporation (collectively “Parties”).

WHEREAS, the Parties desire to enter into an agreement whereby the DMCC assumes all responsibility for administration of the Del Mar Rental Assistance Subsidy Program (“Program”), and whereby the City will provide partial funding for the Program through the life of the Program as further discussed in Exhibit “A”. Said work is to be performed and funding to be provided in accordance with the terms and conditions set forth below and as described in the scope of services and compensation, attached hereto as Exhibit “A” and incorporated herein; and WHEREAS, the City has determined that DMCC is qualified by experience and ability to perform the services desired by City, and DMCC is willing to perform such services; and WHEREAS, DMCC will conduct all the work as described and detailed in this Agreement to be provided to the City.

NOW, THEREFORE, the Parties hereto mutually covenant and agree with each other as follows:

1. SERVICES.

2. DURATION OF AGREEMENT.

2.1 Term, Time for Performance. This Agreement shall be effective as of the date first written above, until such time that the program is terminated. The Agreement will be considered terminated at such time that there are no longer any participants in the Program.

Time is of the essence for this Agreement and each provision of this Agreement, unless otherwise specified in this Agreement.

2.2 Delay. Any delay resulting from causes beyond the control of DMCC may merit an extension of time for the completion of the Scope of Services. When such delay occurs, DMCC shall immediately notify the Project Coordinator, as designated by the City, in writing of the cause and the extent of the delay, whereupon the Project Coordinator shall ascertain the facts and the extent of the delay and grant an extension of time for the completion of the Services when justified by the circumstances provided that no extension of time shall be granted which would extend the time for performance beyond the date specified in section 2.1 above.

2.3 City’s Right to Terminate for Default. Should DMCC be in default of any covenant or condition hereof for which DMCC is responsible, City may immediately terminate this 3 June 5, 2023 Item 08
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Del Mar Community Connections - Rental Assistance Subsidy Program

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2 Agreement for cause if DMCC fails to cure the default as soon as practicable, and in no event later than thirty (30) calendar days after receiving written notice of the default.

DMCC shall be compensated for all effort and material expended on behalf of City under the terms of this Agreement, up to the effective date of termination. All personal property remaining in City facilities or on City property thirty (30) days after the expiration or termination of this Agreement shall be, at City’s election, considered the property of City.

3. PERFORMANCE AFTER TERMINATION. Upon termination of this Agreement as provided herein, DMCC shall, within such reasonable time period as may be directed by City Manager, complete those items of work which are in various stages of completion and which City Manager determines are necessary to be completed by DMCC to allow the Program administration to be completed in a timely, logical, and orderly manner. Upon termination, all finished or unfinished documents, data, reports, and other materials prepared by DMCC shall be delivered to the City Manager, upon her request, as property of City. The City shall reimburse DMCC for any costs or expenses that DMCC incurs in connection with work that the City requires DMCC to perform subsequent to the effective date of termination.

4. COMPENSATION.

4.1 Amount. The City will provide DMCC with 50% of the projected Program costs at the start of the City’s fiscal year to be paid as a lump sum (July 1 – June 30). For budgeting purposes, DMCC will provide the City with projected costs for the coming fiscal year no later than April, which will not include administrative costs incurred by DMCC to administer the Program. DMCC has agreed to waive any administrative costs to operate the Program as part of their contribution to allow the Program to continue. The City’s contribution to the Program is anticipated to be approximately $40,000 annually, but may vary depending on actual Program expenses.

At the end of each fiscal year, the City will review the revenues received in the City’s Housing In-Lieu Fund, and will determine if there are additional funds to be contributed to help offset the cost of the Program for the fiscal year. Additionally, at the end of the fiscal year, DMCC will provide a reconciliation of the actual expenses for the Program. If there are no additional in-lieu fee revenues to be contributed toward the Program, and it is determined by a reconciliation of actual Program costs that the City contributed more than 50% toward the cost of the Program for the fiscal year, those additional funds paid may be carried over and applied to the following fiscal year’s Program costs. If there are additional in-lieu revenues, such revenues shall be contributed to the operation of the Program for the fiscal year in which said revenues were earned, and shall not be carried over as a credit against payments owed by the City in future fiscal years.

4.2 INTENTIONALLY OMITTED

5. INDEPENDENT CONTRACTOR. DMCC is, for all purposes arising out of this Agreement, an independent contractor. DMCC has and shall retain the right to exercise full control and supervision of all persons assisting the DMCC in the performance of said services hereunder, 4 June 5, 2023 Item 08
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3 the City only being concerned with the finished results of the work being performed. Neither DMCC nor DMCC’s employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, any retirement benefits, workers’ compensation benefits, any injury leave or other leave benefits, DMCC being solely responsible for all such matters, as well as, compliance with social security and income tax withholding and all other regulations and laws governing such matters.

6. STATEMENT OF EXPERIENCE. DMCC agrees and represents by executing this Agreement that it has the financial resources, service experience, completion ability, personnel, and experience in dealing with public agencies necessary for performing the Scope of Services and that such performance shall be in accordance with the standards customarily adhered to by an experienced and competent provider of such Services using the degree of care and skill ordinarily exercised by reputable service providers practicing in the same field of service in the State of California. Additionally, DMCC and all of DMCC’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

7. AUDIT OF RECORDS.

7.1 At any time during normal business hours and as often as may be deemed necessary, DMCC shall make available to a representative of City for examination all of its records with respect to all matters covered by this Agreement and shall permit City to audit, examine, and/or reproduce such records. DMCC shall retain such financial and program service records for at least four (4) years after termination or final payment under this Agreement.

7.2 The DMCC shall include the City’s right to audit under this section in any and all of their subcontracts and shall ensure that these sections are binding upon all subcontractors.

9. CONFLICTS OF INTEREST.

9.1 DMCC shall at all times comply with all federal, state and local conflict of interest laws, regulations, and policies applicable to public contracts and procurement practices, including, but not limited to, California Government Code §§ 81000 et seq. (Political Reform Act) and §§ 1090 et seq. DMCC shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the City in which the DMCC has a financial interest as defined in Government Code § 87103. DMCC represents that it has no knowledge of 5 June 5, 2023 Item 08
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4 any financial interests, which would require it to disqualify itself from any matter on which it might perform services for the City.

10. INTENTIONALLY OMITTED

11. INSURANCE

11.3 Types and Amounts Required. DMCC shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:

11.3.2 Commercial Automobile Liability. For all of the DMCC's automobiles including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing coverage at least as broad for bodily injury and property damage for a combined single limit of $300,000 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).

11.3.3 Workers' Compensation. For all of the DMCC's employees who are subject to this Agreement and to the extent required by applicable state or federal law, a Workers' Compensation policy providing at minimum $1,000,000 employers' liability coverage. The DMCC shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents and representatives.

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5 or before the date of commencement of the Scope of Services; and (2) the policy will be maintained in force for a period of three years after substantial completion of the Scope of Services or termination of this Agreement whichever occurs last. The DMCC agrees that for the time period defined above, there will be no changes or endorsements to the policy that increase the City's exposure to loss. All defense costs shall be outside the limits of the policy.

11.4 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions are the responsibility of the DMCC and must be declared to and approved by the City. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers, or (2) the DMCC shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

11.5 Additional Required Provisions. The commercial general liability and automobile liability policies shall contain, or be endorsed to contain, the following provisions:

11.5.2 The policies are primary and non-contributory to any insurance that may be carried by the City, as reflected in an endorsement which shall be submitted to the City.

12. DEFENSE AND INDEMNIFICATION.

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6 12.2 This indemnity is in addition to any other rights or remedies which City may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, at its sole discretion, reserve, retain or apply any monies due to DMCC under this Agreement for the purpose of resolving such claims; provided however, that City may release such funds if DMCC provides City with reasonable assurances of protection of the City's interest. The City shall, in its sole discretion determine whether such assurances are reasonable.

13. SUBCONTRACTORS.

13.1 The DMCC’s hiring or retaining of third parties (i.e. subcontractors) to perform services related to the Project is subject to prior approval by the City.

DMCC shall require the subcontractor to obtain all policies described in section 11 of this Agreement in the amounts required by the City, which shall not be greater than the amounts required of DMCC.

14. NON-DISCRIMINATION. DMCC shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, ancestry, physical or mental disability, medical condition, genetic information, marital status, military or veteran status, gender, gender identity, gender expression, sexual orientation, or any other class protected under state, federal, or local law. DMCC shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to any class or category protected under state, federal, or local law and shall make reasonable accommodation to qualified individuals with disabilities. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. DMCC agrees to post in conspicuous places available to employees and applicants for employment any notices provided by City setting forth the provisions of this non-discrimination clause.

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7 City of Del Mar Del Mar Community Connections
Attn: City Clerk Attention: DMCC President
1050 Camino Del Mar PO Box 2947
Del Mar, CA 92014 Del Mar, CA 92014
16 ASSIGNABILITY. This Agreement and any portion thereof shall not be assigned or transferred, nor shall any of the DMCC’s duties be delegated or sub-contracted, without the express written consent of the City.

17. RESPONSIBILITY FOR EQUIPMENT. City shall not be responsible nor held liable for any damage to persons or property consequent upon the use, misuse, or failure of any equipment used by DMCC or any of DMCC’s employees or subcontractors, even if such equipment has been furnished, rented, or loaned to DMCC by City. The acceptance or use of any such equipment by DMCC, DMCC’s employees, or subcontractors shall be construed to mean that DMCC accepts full responsibility for and agrees to exonerate, indemnify and hold harmless City from and against any and all claims for any damage whatsoever resulting from the use, misuse, or failure of such equipment.

DMCC hereby waives any and all rights it might have pursuant to California Code of Civil Procedure section 394.

To the extent DMCC is required to comply with prevailing wage requirements, DMCC does hereby acknowledge that they are aware of, have read, and understand the terms and implications of SB 854 and DMCC and any subconsultants ensure that they are familiar with and comply with its requirements. Such requirements include, but are not limited to, the registration requirement with the Department of Industrial Relations, State of California (DIR), pursuant to Labor Code section 1725.5. As of March 1, 2015, in compliance with SB 854, the City requires all affected contractors and DMCCs to be registered with the DIR prior to submitting a bid or proposal on any eligible District project. As of April 1, 2015, failure to comply with the requirements of SB 854 by any contractor or DMCC, including registration with the DIR pursuant to Labor Code section 1725.5, shall be a material breach of this Agreement which may be terminated by the City in its sole and absolute discretion. Where applicable, this project is subject to compliance monitoring and enforcement by the DIR.

20. DMCC’S CERTIFICATION OF AWARENESS OF IMMIGRATION REFORM AND CONTROL ACT OF 1986. DMCC certifies that DMCC is aware of the requirements of the Immigration Reform and Control Act of 1986 (8 USC §§ 1101-1525) and has complied and will comply with these requirements, including, but not limited to, verifying the eligibility for 9 June 5, 2023 Item 08
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8 employment of all agents, employees, subcontractors, and DMCCs that are included in this Agreement.

23. NO WAIVER. No failure of either the City or DMCC to insist upon the strict performance by the other of any covenant, term or condition of this Agreement, nor any failure to exercise any right or remedy consequent upon a breach of any covenant, term, or condition of this Agreement shall constitute a waiver of any such breach of such covenant, term or condition.

24. SEVERABILITY. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision unenforceable, invalid, or illegal.

27. CONFLICTS BETWEEN TERMS. If an apparent conflict or inconsistency exists between the main body of this Agreement and the Exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this Agreement, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement.

28. EXHIBITS INCORPORATED. All Exhibits referenced in this Agreement are incorporated into the Agreement by this reference.

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9 been obtained to sign on behalf of the corporation, partnership, joint venture, or entity and agrees to hold the other Party or Parties hereto harmless if it is later determined that such authority does not exist.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF DEL MAR,
a municipal corporation
By: ___________________________
Ashley Jones, City Manager

DEL MAR COMMUNITY CONNECTIONS
By: _______________________________
Robert S. Gans, President

ATTEST:
________________________________
Nestor Machado, Acting City Clerk
APPROVED AS TO FORM:
_______________________________
Leslie E. Devaney, City Attorney
11 June 5, 2023 Item 08
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10 EXHIBIT “A”

SCOPE OF SERVICES
Del Mar Community Connections
Rental Assistance Subsidy Program
Del Mar Community Connections (“DMCC”), in funding partnership with the City of Del Mar (“City”), has agreed to assume all administration and monitoring of the Del Mar Rental Assistance Subsidy Program (“Program”) to keep the Program running for existing participants.

The Rental Assistance Subsidy Program will continue to run for current participants, and only current participants, until discontinued thorough natural attrition in program participation. Program costs are anticipated to decline over time as participants leave the program through attrition and, as such, no new participants will be accepted into the Program moving forward. In addition, no waitlists or promotion of the Program will take place during the term of this Agreement, except in conjunction with fundraising efforts spearheaded by DMCC. The sole purpose and intent of this Agreement is to maintain and continue funding the Program for those currently participating in the Program until such time that the Program naturally terminates due to attrition.

The City has agreed to fund a minimum of 50% of the Program costs (or more depending on annual in-lieu fee revenues, as further described in Section 4.1). The City’s contributions to the Program are anticipated to be approximately $40,000 for the fiscal year ending June 30, 2024, and will be paid as a lump sum at the beginning of each fiscal year (July 1) during the term of the Agreement. DMCC agrees to assume responsibility for the remaining cost of the Program through their own private fundraising efforts, subject to the availability of in-lieu fee revenues, as described in Section 4.1 of the Agreement.

Starting July 1, 2023, the City of Del Mar shall no longer be referenced on any agreements with program participants, leases, etc., nor will the City be making any payments to anyone other than DMCC.

DMCC agrees to administer and monitor the Rental Assistance Subsidy Program, which includes the following services:

1. Conduct inspections and financial verifications for all Program participants annually.

2. Maintain detailed records and files of all annual inspections and financial information for Program participants.

3. Maintain records and documentation that all participants in the Program continue to meet the Area Median Income limits of 30% and perform steps to remove participants from the Program should they exceed this limit at any point.

4. Serve as intermediary between Program participants and their respective landlords, as needed.

5. Keep detailed financial records of the funds received by the City for the Program costs and agree to send Program budgets or records when/if needed by the City.

6. Provide an annual report to the City each year in July, for the prior fiscal year activities, including a status of the participants and a reconciliation of actual Program expenditures. 12 June 5, 2023 Item 08
City of Del Mar
Agenda Report
________________________________________________________________________________________________________ City Council Action:

TO: Honorable Mayor and City Council Members
FROM: Kseniia Izgarskaia, Associate Management Analyst
Monica Molina, Finance Manager/Treasurer
Via Ashley Jones, City Manager
DATE: June 5, 2023
SUBJECT: Agreement with CorVel Enterprise Comp, Inc. for Workers’ Compensation and Claims Administration Services
REQUESTED ACTION/RECOMMENDATION:

Staff recommends that the City Council: 1) Approve a Professional Services Agreement with CorVel Enterprise Comp, Inc. (Attachment A) to provide third party workers’ compensation and claims administration services; and 2) Authorize the City Manager to execute the Agreement.

DISCUSSION/ANALYSIS:

The City of Del Mar workers’ compensation (WC) program is self-insured and requires a thirdparty administrator (TPA) to administer the program. Since 2017, the City’s workers’ compensation program has been administered by TRISTAR Risk Management Services (TRISTAR). TRISTAR manages the City’s workers’ compensation claims including establishing and maintaining files on each case; establishing reserves; adjusting claims; making medical, compensation and loss payments; recommending settlement amounts; and preparing the required reporting on behalf of the City.

While the current agreement with TRISTAR has no expiration date, as a best management practice and in order to ensure that the City is receiving high quality services at a competitive market rate, staff undertook a joint effort with the City of Solana Beach and issued a Request for Proposals (RFP) 2022-07 for third party WC claims administration on September 16, 2022.

The RFP requested that TPAs address the following areas in their proposals: standards for claims handling; database management; investigative unit; utilization review process; bill review process; experience with PRISM, the City’s insurance Joint Powers Authority (JPA); PRISM standards and reporting requirements; COVID-19 claims processing; and various other management practices and standards pertinent to workers’ compensation claims processing.

During the solicitation period, three proposals were received from TRISTAR, CorVel Enterprise Comp, Inc. (CorVel), and Elite Claims Management, Inc. The proposals were carefully evaluated by City staff based on experience, qualifications, and the quality of 1 June 5, 2023 Item 09
City Council Agenda Report
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services delivered under prior contracts with the City. Proposed costs and fees were also evaluated to ensure they were in line with current market rates for the services to be provided.

After a thorough review of the submitted proposals, CorVel was identified by staff as having the strongest proposal and the firm best suited to meet the City’s current and future needs.

CorVel has over 35 years of experience providing WC TPA services for more than 120 municipalities and public entities across the United States including cities, counties, states, public transportation, and public education entities. Staff recommends that the City enter into an agreement with CorVel, which will improve the quality of services provided to the City and ensure excellent customer service support to City employees experiencing a work-related injury or illness.

If approved, CorVel is expected to take over all current workers’ compensation claims and begin handling new claims on July 1, 2023. The initial term of the agreement will expire on June 30, 2028, with the option to extend the agreement for an additional two-year period upon satisfactory performance. The transition of WC TPA services from TRISTAR to CorVel will include the following: electronic files data transfer; movement of physical files; benefit payment transfers; and the transition of pending utilization review authorizations. Staff will work closely with TRISTAR and CorVel to ensure a smooth transition and uninterrupted WC TPA services to the City and its employees.

FISCAL IMPACT:

Approval of this item will require an amendment to the Fiscal Year 2022-2023 Operating and Capital Budget, as listed in the table below, to cover implementation fees which consist of transferring client files, creating claims handling instructions, and setting up the online web portal.

Funds for ongoing WC TPA services under the new agreement will be included in the Fiscal Year 2023-2024 and 2024-2025 Operating and Capital Budget. It is anticipated that ongoing annual fees for CorVel services will be lower than fees currently paid under the agreement with TRISTAR.

ENVIRONMENTAL REVIEW:

The proposed City Council action does not constitute a “project” under the definition set forth in the California Environmental Quality Act (CEQA) Guidelines Section 15378 because it will not have a potential to result in a direct or indirect physical change in the environment and is, therefore, not subject to CEQA.

NEXUS TO CITY COUNCIL GOALS AND PRIORITIES:

This is an operational item and not included on the City Council’s list of Goals and Priorities.

ATTACHMENTS:

Attachment A – Agreement with CorVel Enterprise Comp, Inc.

PROGRAM FUND ACCOUNT AMOUNT
Contractual Services Workers’ Compensation 50.5420.3200 $13,000 2 June 5, 2023 Item 09

PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF DEL MAR AND CORVEL ENTERPRISE COMP, INC.

FOR THIRD PARTY WORKERS’ COMPENSATION AND

CLAIMS ADMINISTRATION SERVICES
This Professional Services Agreement (“Agreement”) is made and entered into this 1st day of July, 2023 by and between the City of Del Mar, a Charter City and a municipal corporation (“City”), and CorVel Enterprise Comp, Inc. (“Consultant”) (collectively “Parties”).

WHEREAS, the City desires to employ a consultant to provide third party workers’ compensation and claims administration services (“Consulting Services”). Said work is to be performed in accordance with the terms and conditions set forth below and as described in the scope of services, attached hereto as Exhibit “A” and incorporated herein; and WHEREAS, the City has initially determined that Consultant is qualified by experience and ability to perform the services desired by City, and Consultant is willing to perform such services; and
WHEREAS, Consultant will conduct all the work as described and detailed in this Agreement to be provided to the City.

NOW, THEREFORE, the Parties hereto mutually covenant and agree with each other as follows:

1. CONSULTING SERVICES.

1.1 Scope of Services. The Consultant shall perform the Consulting Services as set forth in the written Scope of Services, attached hereto as Exhibit “A” and incorporated herein. Additionally, the Description of Services to be provided shall be attached hereunder the attached hereto Exhibit “C.” Such services shall be provided at the direction of the City.

1.2. City Modification of Scope of Services. City may order changes to the Scope of Services within the general scope of this Agreement consisting of additions, deletions, or other revisions. If such changes cause a change in the Consultant’s cost of, or time required for, completion of the Scope of Services, an equitable adjustment to Consultant’s compensation and/or contract time shall be made, subject to the City’s approval. All such changes shall be authorized in writing, executed by Consultant and City. If such a change results in an extension of the term of this Agreement or increases the maximum amount to be paid under this Agreement, no such change shall have any force or effect unless an amendment to this Agreement is approved by the City Council.

2. DURATION OF AGREEMENT.

2.1 Term, Time for Performance. This Agreement shall be effective for a period of five years beginning on July 1, 2023 and ending on June 30, 2028. The agreement may be extended for an additional two (2) year period, upon written approval of both parties. Time is of the essence for this Agreement and each provision of this Agreement, unless otherwise specified in this Agreement.

2.2 Delay. Any delay occasioned by causes beyond the control of Consultant may merit an extension of time for the completion of the Scope of Services. When such delay occurs, Consultant shall immediately notify the Project Coordinator in writing of the cause and the extent of the delay, whereupon the Project Coordinator shall ascertain the facts and the extent of the delay and grant an extension of time for the completion of the Consulting Services when 3 June 5, 2023 Item 09
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justified by the circumstances provided that no extension of time shall be granted which would extend the time for performance beyond the date specified in section 2.1 above.

2.3 Parties’ Right to Terminate for Default. Should Consultant be in default of any covenant or condition hereof, City may immediately terminate this Agreement for cause if Consultant fails to cure the default within thirty (30) calendar days of receiving written notice of the default. Should City be in default for material breach of non-payment, Consultant may terminate this Agreement for cause if City fails to cure the default within thirty (30) calendar days of receiving written notice of the default.

2.4 City’s Right to Terminate without Cause. Without limiting its rights in the event of Consultant’s default, City may terminate this Agreement, without cause, by giving written notice to Consultant. Such termination shall be effective upon the expiration of the time period included in the written notice. Consultant shall be compensated for all effort and material expended on behalf of City under the terms of this Agreement, up to the effective date of termination. All personal property remaining in City facilities or on City property thirty (30) days after the expiration or termination of this Agreement shall be, at City’s election, considered the property of City. During the transition period, after City provides written notice to Consultant regarding the City’s intent to terminate this Agreement without cause, but prior to the effective date of termination, the Parties shall work together to complete those items of work which are in various stages of completion and which the City Manager determines are necessary to be completed by Consultant to allow the project to be completed in a timely, logical, and orderly manner.

3. PERFORMANCE AFTER TERMINATION. Upon termination of this Agreement as provided herein, Consultant shall, within such reasonable time period as may be directed by City Manager, complete all remaining items of work which are in various stages of completion and which City Manager determines are necessary to be completed by Consultant to allow the project to be completed in a timely, logical, and orderly manner. Upon termination, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, and other materials prepared by Consultant shall be delivered to the City Manager, upon his request, as property of City.

4. COMPENSATION.

4.1 Total Amount. Compensation to Consultant shall be provided in accordance with the rates described in the Cost Schedule contained in Exhibit “B”. Consultant shall bill the City for work provided and shall present a written request for such payment monthly.

City shall pay all invoices in arrears and shall in no event be required to pay for any services provided by Consultant in advance. Consultant acknowledges that it is not guaranteed any particular amount of work.

4.2 Additional Services. City may, as the need arises or in the event of an emergency, request additional services of Consultant. Should such additional services be required, Compensation therefore shall be paid to the Consultant in accordance with Scope of Services contained in Exhibit “A.” City and Consultant shall agree to the costs prior to commencement of such work.

5. INDEPENDENT CONTRACTOR. Consultant is, for all purposes arising out of this Agreement, an independent contractor. The Consultant has and shall retain the right to exercise full control and supervision of all persons assisting the Consultant in the performance of said services hereunder, the City only being concerned with the finished results of the work being performed. Neither Consultant nor Consultant’s employees shall in any event be entitled to any 4 June 5, 2023 Item 09
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benefits to which City employees are entitled, including, but not limited to, overtime, any retirement benefits, workers’ compensation benefits, any injury leave or other leave benefits, Consultant being solely responsible for all such matters, as well as, compliance with social security and income tax withholding and all other regulations and laws governing such matters.

6. STATEMENT OF EXPERIENCE. Consultant agrees that it has the financial resources, service experience, completion ability, personnel, and experience in dealing with public agencies necessary for performing the Scope of Services and that such performance shall be in accordance with the standards customarily adhered to by an experienced and competent Consultant using the degree of care and skill ordinarily exercised by reputable Consultants practicing in the same field of service in the State of California. By executing this Agreement, Consultant represents that it has demonstrated trustworthiness and possesses the quality, fitness, and capacity to perform the Agreement in a manner satisfactory to City. Additionally, Consultant and all of Consultant’s employees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

7. AUDIT OF RECORDS.

7.1 At any time during normal business hours and as often as may be deemed necessary, the Consultant shall make available to a representative of City for examination all of its records with respect to all matters covered by this Agreement and shall permit City to audit, examine, and/or reproduce such records. Consultant shall retain such financial and program service records for at least four (4) years after termination or final payment under this Agreement.

7.2 The Consultant shall include the City’s right to audit under this section in any and all of their subcontracts, and shall ensure that these sections are binding upon all subcontractors.

8. CONFIDENTIALITY. All Consulting services performed by Consultant, including, but not limited to, all drafts, data, correspondence, proposals, reports, research and estimates compiled or composed by Consultant, pursuant to this Agreement, are for the sole use of the City, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the City. This provision does not apply to information that (a) was publicly known, or otherwise known to Consultant, at the time that it was disclosed to Consultant by the City, (b) subsequently becomes publicly known through no act or omission of Consultant or (c) otherwise becomes known to Consultant other than through disclosure by the City. Except for any subcontractors that may be allowed upon prior agreement, neither the documents nor their contents shall be released to any third party without the prior written consent of the City. The sole purpose of this section is to prevent disclosure of City’s confidential and proprietary information by Consultant or subcontractors.

9. CONFLICTS OF INTEREST.

9.1 Consultant shall at all times comply with all federal, state and local conflict of interest laws, regulations, and policies applicable to public contracts and procurement practices, including, but not limited to, California Government Code §§ 81000 et seq. (Political Reform Act) and §§ 1090 et seq. Consultant shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the City in which the Consultant has a financial interest as defined in Government Code § 87103. Consultant represents that it has no knowledge of any financial interests, which would require it to disqualify itself from any matter on which it might perform services for the City. 5 June 5, 2023 Item 09
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9.2 Consultant shall comply with all of the reporting requirements of the Political Reform Act. The Consultant shall file a Fair Political Practices Commission Form 700 (Assuming Office Statement) within thirty (30) calendar days of the City’s determination that the Consultant is subject to a conflict of interest code, if applicable. The Consultant shall also file a Form 700 (Annual Statement) on or before April 1, disclosing any financial interests held during the previous calendar year for which the Consultant was subject to a conflict of interest code.

9.3 If, in performing the Consulting Services set forth in this Agreement, the Consultant makes, or participates in, a “governmental decision” as described in Title 2, section 18701(a)(2) of the California Code of Regulations, or performs the same or substantially all the same duties for the City that would otherwise be performed by a City employee holding a position specified in the department's conflict of interest code, the Consultant shall be subject to a conflict of interest code requiring the completion of one or more statements of economic interests disclosing the Consultant’s relevant financial interests.

10. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by Consultant under this Agreement shall be considered the property of City. Consultant shall be permitted to reference and use said materials for use in future studies, work, and marketing so long as said materials are considered “public documents” and are not subject to attorney-client privilege, or the subject of pending closed or executive session discussions.

11. INSURANCE

11.1 Consultant shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, their agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A.M. Best’s rating of no less than “A” and “VII” and are admitted to do business in the State of California, unless otherwise approved in writing by the City’s Risk Manager.

11.2 Consultant’s liabilities, including but not limited to Consultant’s indemnity obligations, under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. All policies of insurance required hereunder must provide that the City is entitled to thirty (30) days prior written notice (ten (10) days for cancellation due to non-payment of premium) of cancellation or non-renewal of the policy or policies. Maintenance of specified insurance coverage is a material element of this Agreement.

11.3 Types and Amounts Required. Consultant shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:

11.3.1 Commercial General Liability (CGL). Insurance written on an ISO Occurrence form CG 00 01 07 98 or equivalent providing coverage at least as broad which shall cover liability arising from any and all personal injury or property damage in the amount of $2,000,000 per occurrence and subject to an annual aggregate of $4,000,000. There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. insured claims or contractual liability. All defense costs shall be outside the limits of the policy.

Consultant may utilize its umbrella excess coverage to meet such requirements.

11.3.2 Commercial Automobile Liability. For all of the Consultant's automobiles including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing 6 June 5, 2023 Item 09
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coverage at least as broad for bodily injury and property damage for a combined single limit of $1,000,000 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).

11.3.3 Workers' Compensation. For all of the Consultant's employees who are subject to this Agreement and to the extent required by applicable state or federal law, a Workers' Compensation policy providing at minimum $1,000,000 employers' liability coverage.

The Consultant shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents and representatives.

11.3.4 Consulting/Professional Liability. The Consultant shall also maintain Consulting/Professional liability (errors and omissions) coverage with a limit of $1,000,000 per claim and $2,000,000 annual aggregate. The Consultant shall ensure both that (1) the policy retroactive date is on or before the date of commencement of the Scope of Services; and (2) the policy will be maintained in force for a period of three years after substantial completion of the Scope of Services or termination of this Agreement whichever occurs last. The Consultant agrees that for the time period defined above, there will be no changes or endorsements to the policy that increase the City's exposure to loss. All defense costs shall be outside the limits of the policy.

11.3.5 Cyber Liability. The Consultant shall also maintain Cyber Liability coverage on an occurrence basis with a limit of $2,000,000 per occurrence or claim and $2,000,000 annual aggregate. The consultant shall ensure both that (1) the policy retroactive date is on or before the date of commencement of the Scope of Services; and (2) the policy will be maintained in force for a period of three years after substantial completion of the Scope of Services or termination of this agreement whichever occurs last. Coverage shall be sufficiently broad to respond to the duties and obligations as are undertaken by consultant in this agreement and shall include claims involving infringement of intellectual property, infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to such obligations. All defense costs shall be outside the limits of the policy.

11.3.6 Fidelity and Crime Liability. The Consultant shall also maintain Fidelity and Crime coverage for theft of City property for an amount no less than $1,000,000 per loss.

11.4 Deductibles and Self-Insured Retentions. Any deductibles or selfinsured retentions are the responsibility of the Consultant and must be declared to and approved by the City. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers, or (2) the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

11.5 Additional Required Provisions. The commercial general liability and automobile liability policies shall contain, or be endorsed to contain, the following provisions:

11.5.1 The City, its officers, officials, employees, and representatives shall be named as additional insureds. The City's Additional Insured status must be reflected on additional insured endorsement form which shall be submitted to the City. 7 June 5, 2023 Item 09
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11.5.2 The policies are primary and non-contributory to any insurance that may be carried by the City, as reflected in an endorsement which shall be submitted to the City.

11.6 Verification of Coverage. Consultant shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this Section 11. The endorsement should be on forms provided by the City or on other than the City’s forms provided those endorsements conform to City requirements. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time.

12. DEFENSE AND INDEMNIFICATION.

12.1 Consultant agrees to indemnify, defend (with attorneys approved by City), and hold harmless the City, and its officers, officials, agents and employees (the “Indemnified Parties”) from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the Consultant, its employees, agents, and subcontractors performance of services under this Agreement. Consultant’s duty to indemnify under this section shall not include liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense arising from the sole negligence or willful misconduct by the City or its elected officials, officers, agents, and employees. Consultant's indemnification obligations shall not be limited by the insurance provisions of this Agreement. The Parties expressly agree that any payment, attorney's fees, 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.

12.2 This indemnity is in addition to any other rights or remedies which City may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, at its sole discretion, reserve, retain or apply any monies due to Consultant under this Agreement for the purpose of resolving such claims; provided however, that City may release such funds if Consultant provides City with reasonable assurances of protection of the City's interest. The City shall, in its sole discretion determine whether such assurances are reasonable.

12.3 Consultant agrees that its duty to defend arises upon an allegation of liability based upon the performance of services under this Agreement by Consultant, its officers, agents, representatives, employees, sub-consultants, or anyone for whom Consultant is liable and that an adjudication of Consultant’s liability is not a condition precedent to Consultant's duty to defend.

13. SUBCONTRACTORS.

13.1 The Consultant’s hiring or retaining of third parties (i.e. subcontractors) to perform services related to the Project is subject to prior approval by the City.

13.2 All contracts entered into between the Consultant and its subcontractor shall also provide that each subcontractor shall obtain insurance policies, which shall be kept in full force and effect during any and all work on this Project and for the duration of this Agreement.

The Consultant shall require the subcontractor to maintain the same policies and coverage amounts as described in section 11 of this Agreement.
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13.3 In any dispute between the Consultant and its subconsultants, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in section 12 of this Agreement should the City be made a party to any judicial or administrative proceeding to resolve any such dispute or should the City incur any costs in responding to third-party discovery requests.

14. NON-DISCRIMINATION. Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, ancestry, physical or mental disability, medical condition, genetic information, marital status, military or veteran status, gender, gender identity, gender expression, sexual orientation, or any other class protected under state, federal, or local law. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to any class or category protected under state, federal, or local law and shall make reasonable accommodation to qualified individuals with disabilities. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places available to employees and applicants for employment any notices provided by City setting forth the provisions of this non-discrimination clause.

If to City: If to Consultant:

City of Del Mar CorVel Corporation
City Clerk Attn: Legal Department
1050 Camino del Mar 1920 Main St, Suite 900
Del Mar, CA 92014 Irvine, CA 92614
Email: [email protected] Email: [email protected] 16 ASSIGNABILITY. This Agreement and any portion thereof shall not be assigned or transferred, nor shall any of the Consultant’s duties be delegated or sub-contracted, without the express written consent of the City.

17. RESPONSIBILITY FOR EQUIPMENT. City shall not be responsible nor held liable for any damage to persons or property consequent upon the use, misuse, or failure of any equipment used by Consultant or any of Consultant’s employees or subcontractors, even if such equipment has been furnished, rented, or loaned to Consultant by City. The acceptance or use of any such equipment by Consultant, Consultant’s employees, or subcontractors shall be construed to mean that Consultant accepts full responsibility for and agrees to exonerate, indemnify and hold harmless City from and against any and all claims for any damage whatsoever resulting from the use, misuse, or failure of such equipment.

Consultant hereby waives any and all rights it might have pursuant to California Code of Civil Procedure section 394.

19. COMPLIANCE WITH LAWS. The Consultant shall comply with all laws, ordinances, regulations, and policies of the federal, state, and local governments applicable to 9 June 5, 2023 Item 09
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this Agreement, including California Labor Code section 1720, et seq., relating to payment of prevailing wages for public works projects, if applicable. Consultant shall indemnify and defend the Indemnified Parties from and against any liability incurred due to any failure on the part of Consultant to comply with any applicable Laws.

To the extent Consultant is required to comply with prevailing wage requirements, Consultant does hereby acknowledge that they are aware of, have read, and understand the terms and implications of SB 854 and Consultant and any subconsultants ensure that they are familiar with and comply with its requirements. Such requirements include, but are not limited to, the registration requirement with the Department of Industrial Relations, State of California (DIR), pursuant to Labor Code section 1725.5. As of March 1, 2015, in compliance with SB 854, the City requires all affected contractors and consultants to be registered with the DIR prior to submitting a bid or proposal on any eligible District project. As of April 1, 2015, failure to comply with the requirements of SB 854 by any contractor or consultant, including registration with the DIR pursuant to Labor Code section 1725.5, shall be a material breach of this Agreement which may be terminated by the City in its sole and absolute discretion. Where applicable, this project is subject to compliance monitoring and enforcement by the DIR.

20. CONSULTANT’S CERTIFICATION OF AWARENESS OF IMMIGRATION REFORM AND CONTROL ACT OF 1986. Consultant certifies that Consultant is aware of the requirements of the Immigration Reform and Control Act of 1986 (8 USC §§ 1101-1525) and has complied and will comply with these requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors, and consultants that are included in this Agreement.

22. AMENDMENTS. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.

No change, alteration, or modification of the terms or conditions of this Agreement, and no verbal understanding of the Parties, their officers, agents, or employees shall be valid unless agreed to in writing by both Parties.

23. NO WAIVER. No failure of either the City or the Consultant to insist upon the strict performance by the other of any covenant, term or condition of this Agreement, nor any failure to exercise any right or remedy consequent upon a breach of any covenant, term, or condition of this Agreement shall constitute a waiver of any such breach of such covenant, term or condition.

24. SEVERABILITY. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision unenforceable, invalid, or illegal.

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this Agreement, the prevailing party in such action or suit shall be entitled to recover all costs and expenses of suit, including reasonable attorneys' fees. In any action or suit brought to enforce this Agreement, the damages available shall be limited to specific performance or other such equitable relief that the court may order.

27. CONFLICTS BETWEEN TERMS. If an apparent conflict or inconsistency exists between the main body of this Agreement and the Exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this Agreement, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement.

28. EXHIBITS INCORPORATED. All Exhibits referenced in this Agreement are incorporated into the Agreement by this reference.

30. RMIS SYSTEM AND CONSULTANT APP. Consultant shall provide City with access to its CareMC Application through the attached CareMC License Agreement and access for City’s claimants to Consultant’s MyCare App attached hereunder defined hereunder as Exhibit “D” to this Agreement.
[SIGNATURES ON THE FOLLOWING PAGE]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF DEL MAR,
a municipal corporation
By: ____________________________
Ashley Jones, City Manager
Date: ___________________________
CORVEL ENTERPRISE COMP, INC.,
a Delaware corporation
By: ________________________________
Brandon O’Brien, Chief Financial Officer
Date: ______________________________
ATTEST:
________________________________
Sarah Krietor, Administrative Services
Manager/City Clerk
Date: ___________________________
APPROVED AS TO FORM:
_______________________________
Leslie E. Devaney, City Attorney
Date: __________________________
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EXHIBIT “A”

SCOPE OF SERVICES
A. General Duties
CONSULTANT must perform all services required to supervise and administer a selfinsured workers’ compensation program for the City, and to act as either City’s representative in matters relating to the City’s obligations under the workers’ compensation laws of the state of California.

B. Claim Files
The CONSULTANT will prepare an individual claim file based on PRISM Standards. The claim file shall be available to City representatives, claims auditors and agents for inspection, and contain all medical and factual information on each claim reported.

C. Customer Service
CONSULTANT shall provide exceptional customer service to all injured workers.

CONSULTANT shall reply to all inquiries made by injured workers within one (1) business day (same day is desired) in an accurate and professional manner. The CONSULTANT shall document and respond to all complaints received from injured workers and/or Human Resources and/or Risk Management and bring about resolution of such within two (2) business days.

D. Employer Contact
CONSULTANT shall follow-up with City on all new injuries/illness within two (2) business days to initiate an initial and meaningful investigation, if required. All contacts shall be documented within the claim notes.

CONSULTANT, at the discretion of City, will provide on-site or virtual claim file reviews on a quarterly and annual basis. Other periodic on-site or virtual claim file reviews will be scheduled based upon the needs of each City.

Returned phone calls and emails to City will be accomplished no later than one (1) business day. Same day is desired.

CONSULTANT shall notify City immediately upon notice of an injured worker’s hospitalization as a result of the work injury regardless of the date of injury.

E. Compensability
CONSULTANT shall first obtain authority from City to delay or deny a claim. The City’s authorization shall be clearly documented in the applicable claim file or in the computer system. The compensability determination (accept claim, deny claim, or delay acceptance pending the results of additional investigation) and the reasons for such determination will be made and clearly documented in the file in compliance with PRISM Standards.

F. Medical Provider Network
At City’s option, CONSULTANT shall provide a Medical Provider Network (MPN), which shall meet the State of California Laws and Regulations and the Workers’ Compensation 13 June 5, 2023 Item 09
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Administrative Director requirements, per Labor Code 4616, and the needs of the City.

CONSULTANT would be expected to maintain the MPN. Management of the MPN would include the dispute of medical treatment processes, as well as MPN correspondence regarding transfer of care as required.

At City’s option, CONSULTANT shall incorporate City’s current Medical Provider Network and Occupational Medical Providers.

G. Return-to-Work
CONSULTANT shall provide assistance to City in administering a Stay at Work/Return to Work program that is appropriate for injured employees while recovering and prior to their return to regular duties.

H. Settlements
CONSULTANT shall obtain the applicable City’s authorization on all settlements. If the total incurred amount (paid and reserves amount) exceeds the applicable City’s retention, the CONSULTANT should also obtain settlement authority from the excess carrier. The CONSULTANT or defense counsel shall forward settlement proposals to the applicable City in a form acceptable to the City. City will provide settlement guidelines during transition.

I. Subrogation
The CONSULTANT will pursue all subrogation involving responsible third parties and work closely with City staff to resolve subrogation issues. The CONSULTANT is not authorized to file litigation without first receiving consent from the respective City. City must approve all settlements. City may provide specific language to incorporate in any subrogation settlement. The CONSULTANT is responsible for protecting any and all statutes of limitation and must notify City in writing no later than sixty (60) calendar days prior to expiration of the statute. Either City retains the right to handle any subrogation issue it deems appropriate.

J. Litigated Cases
City responsible for approving a designated panel of attorneys to handle litigated workers’ compensation matters. The CONSULTANT shall notify City of all litigation and prior to the assignment of defense counsel. The CONSULTANT shall provide City with copies of all legal correspondence and must invite City representative(s) to attend Workers Compensation Appeal Board (WCAB) hearings.

City must pre-approve all settlements or structured settlements prior to entering into any settlement discussions with claimants or applicant attorneys. City may establish a settlement process that must be adhered to. The settlement process may be a written process and if so, must be started well in advance of anticipated Mandatory Settlement Conferences or trials. City retains the right to assign potential claims to a structured settlement broker.

K. Fraudulent Claims
Citi shall be notified of all claims involving potential fraud and must authorize the CONSULTANT to initiate fraud investigation activities when such activities are determined necessary.
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L. Penalties
Late payment of all benefits must include the self-imposed penalty in accordance with California law. The CONSULTANT will provide City with a quarterly listing of any administrative penalties paid in the quarters ending March 31, June 30, September 30, and December 31, which were the responsibility of the CONSULTANT, and a check from the CONSULTANT payable to the City for reimbursement. The check and report shall be submitted to the City by the 20th of the following month after the quarter ends. The CONSULTANT shall be responsible for paying all assessed penalties out of an account not associated with the respective financial account.

M. Claims and Medical Reporting
The CONSULTANT will provide monthly statistical data/reports – content to be established between the CONSULTANT and City. The CONSULTANT will provide other special reports required of the City including, but not limited to, loss trend reports, claim abstract reports, reports required by actuaries, excess insurance carriers, bill review fees, etc., provided that such reports do not require data elements that have not previously been collected by the CONSULTANT.

The CONSULTANT on behalf of each City, shall prepare and file all reports, forms and other documents in a timely manner which are now or will be required by the State of California or other governmental agencies relating to workers’ compensation claims, medical payments, etc., including but not limited to the OSIP Self-Insurer’s Annual Report.

CONSULTANT will present all reports to City thirty (30) calendar days in advance of their due date.

The CONSULTANT will comply with the Centers for Medicare & Medicaid Services’ (CMS) mandatory reporting requirements per Section 111 of the Medicare, Medicaid and SCHIP Extension Act of 2007 (MMSEA). The CONSULTANT will act as the Reporting Agent for each City.

N. Records Retention
All claim files shall be maintained in accordance with statutory time requirements and City’s Record Retention Policy. If the City’s Record Retention Policy requires a longer retention period than statutory requirements do, CONSULTANT shall consult with the City prior to destruction of files. City shall be notified prior to any destruction of files to determine if the City wishes to retain the claim file.

O. Availability of Staff
The CONSULTANT shall provide the same claims adjusters to handle all City claims. An assigned adjuster must have at least three (3) to five (5) years of California workers’ compensation claims experience, have experience with complex City claims (including Labor Code 4850) and must be State certified to administer self-insured workers’ compensation claims. If the adjuster is not certified upon hire, he/she must become certified within six (6) months.

City must approve any change of an adjuster working on their City account. Either City has the right to request a change of adjuster and be involved in the selection and/or replacement of an adjuster.
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The CONSULTANT shall maintain at all times, one (1) or more of the adjusters assigned to City claims, or in their absence, the supervisor or management above the supervisory level, to be available by telephone for emergencies through a 24-hour emergency telephone number.

P. Employer Services
City requires coordination between the CONSULTANT and the Risk Management/Human Resources staff who oversee such programs as subrogation, return-to-work, Americans with Disabilities Act and CalPERS retirements. The CONSULTANT will be required to provide documentation and information as needed to the City to effectively manage these programs.

The CONSULTANT will provide an annual senior-level presentation to review/discuss the overall workers’ compensation program prior to December of each year.

During the first year of the contract, the CONSULTANT manager will meet at least quarterly with each City to review the transition and ensure all aspects of the contract are appropriately implemented. Thereafter, meet as mutually agreed between the CONSULTANT and each City, but no less than twice a year.

Q. Contract Termination
In the event of termination of the contract, the CONSULTANT will furnish all claim files, computer files, and financial information at no cost to the City and at a location identified by the City. The CONSULTANT will be responsible for filing an interim annual Self-Insured Report and any other required State of California reports.

R. Right to Audit or Review
Every claim file is subject to audit by authorized City representatives at the City’s expense.

Notice of onsite audit by the authorized City representative will be provided prior to an audit. City retains the right to audit any of City’s files within a mutually agreed timeframe, not to exceed five (5) business days.

S. Conflict of Interest
The CONSULTANT warrants and represents that it presently has no interest and agrees that it will not acquire any interest which would present a conflict of interest under California Government Code Sections 1090 et seq., or Sections 87100 et seq., during the performance of services under any Agreement awarded. The CONSULTANT further covenants that it will not knowingly employ any person having such an interest in the performance of any Agreement awarded.

T. Confidentiality
All data, documents, or other information developed or received, verbally or in writing, in performance of the agreement between the CONSULTANT and City are confidential and not to be disclosed to any person except as authorized by City, the CONSULTANT or as required by law.

It is the CONSULTANT’s responsibility to develop and implement processes and procedures relating to the protection of each City’s electronic data, including a suitable 16 June 5, 2023 Item 09
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security and back-up system pursuant to applicable state and federal requirements for all stored data and a written policy with respect to disaster recovery, physical and electronic data security, and electronic data retention.

U. Excess Insurance
Cases that have the potential to exceed City’s self-insured retention shall be reported in accordance with the reporting criteria established by the excess insurance policies. All cases that meet the established reporting criteria are to be reported within five (5) business days of the day on which it is known the criterion is met.

V. Claim Reconciliation
All claim files shall be reconciled to ensure correct indemnity payments. The reconciliation should verify that payments were made in the correct amount and from the correct claim file. All open claim files shall be reconciled at the time of a request for settlement authorization and at the time of submission for closure. Proof of the reconciliation should remain in the claim file and clearly documented in the computer system.

W. PRISM Standards
PRISM claims administration standards and reporting and reimbursement procedures as well as their respective performance standards make up the minimum requirements and level of service to be provided by the CONSULTANT in delivering claims adjusting services and related activities to the City. A copy of the PRISM Standards is included in this Agreement as Addendum A. The CONSULTANT agrees to incorporate, for no additional charge, all PRISM standard updates that may occur during the contract period. 17 June 5, 2023 Item 09
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EXHIBIT “B”

COST SCHEDULE
(1) During Initial Term. Fees during the Initial Term of this Agreement shall be as follows:

Workers' Compensation Claims Administration
Description Pricing
Life of Contract Claims Handling Fee - Per Claim
Medical-Only $185.00
Indemnity $1,495.00
Employer's Liability $1,495.00
Indemnity Tail Claims $550.00
Medical-Only Tail Claims $95.00
Medical Only claims requiring the following work will be invoiced at the rates shown here. Claims previously invoiced as a Medical Only will be invoiced based on the difference between this rate and the amount previously invoiced. This increase is limited to claims with paid medical expense exceeding Five Thousand Dollars ($5,000.00); claims requiring investigation to determine compensability, apportionment, medical causation, and subrogation; claims where medical benefits are disputed or denied, or claims where defense counsel is retained to respond to a legal proceeding or regulatory matter.

Program Management
Description Pricing
Data Conversion - Per Data Source Waived
Administration Fee - Per Annum ¹ $10,000.00
Implementation Fee - One Time Fee $10,000.00
CareMC Access - Per Annum ²
First 5 Full Access Users Included
Each User over 5 - Per User, Per Year $1,500.00
¹ Includes Assistance with Self-Insured Data for State Reports, State Statistical Reporting & All State Filing Requirements
² Includes Executive Dashboard, Claim Details, Claims Summary Screen & Claims Reporting Account Management and Technical Support
Description Pricing
Account Management Staff Included
Electronic Data Transmission - (Per Month, Based on
Frequency)
Monthly File $212.00
Weekly File $636.00
Daily File $2,120.00
Training – Onsite and Online Included
Technical Support Included
State EDI Files Included
Monthly Reporting Included
Ad hoc Report Programming - Per Hour $212.00
Communication Materials/Posters Pass through printing cost Annual Banking Fees
Additional Account(s) - Per Account
One account included
$1,060.00
Carrier TPA Oversight Fees ¹ Bill from Carrier to Client ¹ Fees charged by the carrier (Oversight fees, Tail Claim transfer / takeover fees, etc.) are the responsibility of the client and will be billed directly to the client by the carrier or by CorVel should CorVel be invoiced for such fees.
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Intake and Immediate Intervention Services
Description Pricing
Claim Intake (includes one FNOL distribution) - Per Intake $37.00 Incident Only Reporting - Per Incident $37.00
Advocacy 24/7 - Per Call $106.00
Telehealth Services Fee Schedule or U&C value by CPT
code
Allocated Expense Fees
Legal Services
Description Pricing
Subrogation 25% of Recoveries
Legal Bill Auditing ¹ 2.5% of gross legal charges reviewed Indexing and OFAC Compliance - Per Index Pass through
¹ Fees will never exceed the savings generated. No mark-up on services from Bottomline.

Bill Review Services
Description Pricing
Bill Review: Includes Standard Fee Schedule and UCR - Per Bill ¹˒²
$9.50
+ Network Solutions Includes: ² 27% of Savings
Clinical Review, Implant Analysis, Line Item Bill Review, Negotiations, PPO Network Access,
Substantive Denials, Technical Evaluation
Minimum Transaction Fee ² $9.50
State EDI, Scanning/OCR, Initial 1099 Provider Notification Letter Included
¹ Includes bill intake, document imaging, file upload, state EDI’s, and initial 1099 provider notification letters. ² Minimum transaction fee (MTF) per bill transaction. Applied per transaction if all other applicable fees do not meet the minimum transaction fee. Applies to all transactions, including but not limited to, Specialty Bills, Duplicate Bills and bills sent for Re-consideration or Re-evaluation. Maximum fee per bill of $9,000.00.

Provider and Nurse Review Services
Description Pricing
Liability Bill Review (Reasonable and necessary and
related) – Per Bill $21.00
Liability Nurse Review
Option 1 – Per Hour $164.00
Option 2 – Flat Rate $95.00 up to 1,000 pages
$265.00 per each additional 500 pages
Peer Review / Physician Advisor – Per Hour $212.00
Independent Medical Reviews
Chiropractic See 2023-24 IME/Peer Fee Schedule
Orthopedic See 2023-24 IME/Peer Fee Schedule
Neurologic See 2023-24 IME/Peer Fee Schedule
Physical Medicine and Rehabilitation See 2023-24 IME/Peer Fee Schedule Patient Management
Description Pricing
Telephonic Case Management, Field Case Management
and Return to Work Coordinator - Per Hour
Alaska, California, Hawaii and New York $164.00
All Other States ¹˒² $131.00
Vocational Rehabilitation - Per Hour ² $175.00
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Specialty Services (Catastrophic, Life Care Plan, Medicare Conditional Payments, Medicare Set Asides, Bilingual, Critical Incident Stress Debriefing (CISD)) - Per Hour
$218.00
Nurse Utilization Review - Per Review $159.00
Physician Utilization Review - Per Review $292.00
UR Authorization Only (Adjuster Review) - CA - Per Review $42.00 Care Advocate - Per Claim $53.00
¹ Fee applies to all States with the exception of premium states (CA, HI, AK, and NY). ¹Statutory rates supersede if applicable.

Prevailing IRS Mileage Rate applies.

Each invoice for Case Management Services shall have an additional professional service fee of $39.00 billed to Customer.

Pharmacy Solutions
Description Pricing
Retail Pharmacies
Brand AWP -17% + $3.00 dispensing fee
Generic AWP -45% + $3.00 dispensing fee
Mail Order
Brand AWP -18% + $2.00 dispensing fee
Generic AWP -55% + $2.00 dispensing fee
Clinical Modeling
Integration of Pharmacy Data Included
Dynamic Calculation/Display in CareMC Included
Pharmacy Interventions
Certified Pharmacy Technician Included
Rx Nurse Included
Nurse Management Case Management hourly rate
Pharmacy Review - Per Review $405.00
Cognitive Behavioral Therapy - Per Hour $270.00
Medication Review - Per Hour $270.00
Ancillary Benefit Management Services
Description Pricing
Medical Imaging Services Varies by State and Diagnostic Independent Medical Exam See 2023-24 IME/Peer Fee Schedule Physical and Occupational Therapy Varies by State
Durable Medical Equipment Varies by State and Equipment IME Peer Review - Per Hour See 2023-24 IME/Peer Fee Schedule Transportation Varies by State and Service
Translation Varies by State and Service Level
Medicare Agent Reporting
Description Pricing
Set up and engagement $750.00
Monthly Maintenance $250.00
Quarterly Reporting Included
California Lien Program
Description Pricing
Set up fee/minimum fee - Per Lien ¹ $53.00
Percent of savings off Fee Schedule 20% of savings
Lien Cap $3,180.00
Lien Conference $530.00
Lien Trial
Half Day $530.00
Full Day $795.00
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DOR Filing Included
Service and Review of Initial Discovery Included
Litigation Review and Support - Per Hour $133.00
¹ Deducted from total fee if over $100.00
State Certified Managed Care Networks
Description Pricing
Implementation, Filing, Setup (one-time fee) ¹
Standard Network - CA MPN, TX HCN, IL PPP, KY MCO,
NY Certified $2,650.00 per network
Standard Network - CA MPN & CA Kaiser $3,710.00 per network Custom Network (CA MPN) $5,724.00 per network
Administration²
CA MPN, TX HCN: +$2.65/bill
IL PPP, KY MCO, NY Certified :
+$1.35/bill
All other State MCOs ¹ : Included
Optional Services (Appointment Scheduling, Training, Panel Creation, etc) Varies by State
¹ Implementation & administration for all other MCOs (AR MCO, CT MCO, FL MCA, GA MCO, MN MCO, NE MCO, NH MCO, NJ MCO, OK CMP & WV MHCP) are included in bill review fees. Each applicable state represents a separate network.
² Additional bill fee is applied to all Bill Review transactions relating to the applicable state regardless of the bill’s network utilization.

The above pricing per claim is based on handling of all claims that occur and are reported during the agreement period. Life of contract pricing is selected, claims will be handled until closed or until the end of the agreement period, whichever comes first. Pricing is valid for first year of the contract. At the end of the first year and each year thereafter, all fees outlined on the claims and managed care pricing sheet shall be subject to an increase, no greater than 5% CPI. CorVel will meet with City of Del Mar at the end of each term to establish the appropriate increase.

End of Contract Transition Fees as Pursuant to Section 8E Description Fee:

Tail Claim Transfer $500.00 per open claim (this is a one-time fee to transfer the tail claims, if and when they are transferred)
Annual Administration Fee $10,000.00 annually
CareMC Access for Tail Claims No Charge First Five Users. Additional users beyond the first five users $1,500.00 per user annually
(2) Fees for Additional Professional Services: If Customer requires any additional professional services from CorVel relating to the Services or the CareMC Application, including but not limited to integration of the CareMC Application with EDI or other Customer systems, Customer shall submit a written request to CorVel for such services. CorVel shall, in good faith, consider providing such services at its then-current professional services fee rate and standard terms and conditions.
(3) Billing and Payments for Case Management. CorVel will invoice Customer monthly for all fees related to Case Management Services directly to the specific claims file. Billing for Case Management is based on actual time per activity. Activity is based on ten (10) minute, a sixth (.17) of an hour, units. Time billed that exceeds the base billing unit multiple, i.e., 10 minutes, 20 minutes, etc., will be converted to the next billing unit. 21 June 5, 2023 Item 09
Professional Services Agreement
For Third Party Workers’ Compensation and Claims Administration Services

Page 20 of 56 ends

Del Mar City CouncilJune 5, 2023

Del Mar City Council
June 5, 2023