All-B GSP Agt Not to Exceed (05-2024)
1 SERVICE AGREEMENT
CITY OF FRESNO, CALIFORNIA
THIS AGREEMENT (Agreement) is made and entered into, effective on ______________________, by and between the CITY OF FRESNO, a California municipal corporation (the City), and POVERELLO HO USE, a California non-profit Corporation (Service Provider).
RECITALS
WHEREAS, The City desires to obtain profe ssional interim housing emergency shelter services for Village of Hope located at 412 F Street, Fresno California 93721 (Project); and WHEREAS, Service Provider is engaged in the business of furnishing such services as interim housing emergency shelter services and hereby represents that it desires to and is professionally and legally capable of performing the services called for by this Agreement; and
WHEREAS, Service Provider acknowledges that this Agreement is subject to the requirements of Fresno Municipal Code Section 4-107; and WHEREAS, this Agreement will be administer ed for the City by its Planning and Development Director (Administrator) or designee.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions, and premises hereinafter contained to be kept and performed by the respective parties, it is mutually agreed as follows:
1. Scope of Services. Service Provider shall pe rform to the satisfaction of the City the services described in Exhibit A , including all work incidental to, or necessary to perform, such services even though not specifically described in Exhibit A.
2. Term of Agreement and Time for Performance.
(a) This Agreement shall be effective from the date first set forth above (Effective Date) and shall continue in full force and effect through August 31, 2026, subject to any earlier termination in accordance with this Agreement. The Agreement may be extended upon available funding, for up to two (2), one- year extensions upon mutual written agreement of the parties. A written request for extension must be submitted by the requesting party 90 days prior to term date above. The services of Service Provider as described in Exhibit A are to commence upon the Effective Date and shall be completed in a sequence assuring expeditious completion, but in any event, all such services shall be completed prior to expiration of this Agreement and in accordance with any performance schedule set forth in Exhibit A.
(b) Service Provider’s operations shall be July 1st through June 30th for each year that this Agreement is in full force and effect; as described in Exhibit B.
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2 3. Compensation.
(a) Service Provider’s sole compensation for satisfactory performance of all services required or rendered pursuant to this Agreement and shall not exceed $1,986,072.25, paid on the basis of the rates set forth in the schedule of fees and expenses contained in Exhibit B. Such fees shall include all expenses incurred by Service Provider in performance of the services as described in Exhibit A.
(b) Detailed statements shall be rendered monthly for services performed in the preceding month and will be payable in the normal course of the City business.
The City shall not be obligated to reim burse any expense for which it has not received a detailed invoice with appl icable copies of representative and identifiable receipts or records substantiating such expense. (c) Service Provider agrees to render actual monthly income and expense reports relating to the management and operation of the Project in Service Provider’s standard format approved by the City on or before the 30th calendar day after the expiration of each calendar month. In addition, Service Provider shall submit an annual income and expense report in Service Provider’s standard format approved of by the City in accordance with the reporting schedule set forth in Exhibit B. At the City’s election (to be exercised by reasonable prior written notice to Service Provider), Service Provider shall deliver, concurrently with the delivery of each monthly income and expense report, copies of checks evidencing payments and collections and supporting invoices, internal allocations, and other back-up data as may be reasonably requested for the expenses and disbursements shown on the previous month’s income and expense report.
(d) The parties may modify this Agreement to increase or decrease the scope of services or provide for the rendition of services not required by this Agreement, which modification shall include an adjustment to Service Provider’s compensation. Any change in the scope of services must be made by written amendment to the Agreement signed by an authorized representative for each party. Service Provider shall not be entitled to any additional compensation if services are performed prior to a signed written amendment.
4. Termination, Remedies, and Force Majeure.
(a) This Agreement shall terminate withou t any liability of the City to Service Provider upon the earlier of: (i) Service Provider’s filing for protection under the federal bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a third party against Service Provider; (ii) seven calendar days’ prior written notice with or without cause by the City to Service Provider; (iii) the City’s non-appropriation of funds sufficient to meet its obligations hereunder during any City fiscal year of this Agreement, or insufficient funding for the Project; or (iv) expiration of this Agreement.
(b) Immediately upon any termination or expiration of this Agreement, Service Provider shall (i) immediately stop al l work hereunder; (ii) immediately cause any and all of its subcontractors to cease work; and (iii) return to the City any
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3 and all unearned payments and all properties and materials in the possession of Service Provider that are owned by the City. Subject to the terms of this Agreement, Service Provider shall be paid compensation for services satisfactorily performed prior to the effective date of termination. Service Provider shall not be paid for any work or services performed or costs incurred which reasonably could have been avoided.
(c) In the event of termination due to fail ure of Service Provider to satisfactorily perform in accordance with the terms of this Agreement, the City may withhold an amount that would otherwise be payable as an offset to, but not in excess of, the City’s damages caused by such failure. In no event shall any payment by the City pursuant to this Agreement constitute a waiver by the City of any breach of this Agreement which may then exist on the part of Service Provider, nor shall such payment impair or prejudi ce any remedy available to the City with respect to the breach.
(d) Upon any breach of this Agreemen t by Service Provider, the City may (i) exercise any right, reme dy (in contract, law or e quity), or privilege which may be available to it under applicable laws of the State of California or any other applicable law; (ii) proceed by ap propriate court action to enforce the terms of the Agreement; and/or (iii) re cover all direct, indirect, consequential, economic and incidental damages for the breach of the Agreement. If it is determined that the City improperly terminated this Agreement for default, such termination shall be deemed a termination for convenience. (e) Service Provider shall provide the City with adequate written assurances of future performance, upon Administrator ’s request, in the event Service Provider fails to comply with any terms or conditions of this Agreement. (f) Service Provider shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of Service Provider and without its fault or negligence such as, acts of God or the public enemy, acts of the City in its contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers.
Service Provider shall notify Administrator in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, and shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to Administrator of the cessation of such occurrence.
5. Confidential Information and Ownership of Documents. (a) Any reports, information, or other data prepared or assembled by Service Provider pursuant to this Agreement shall not be made available to any individual or organization by Service Provider without the prior written approval of the Administrator. During the term of this Agreement, and thereafter, Service Provider shall not, without the prior written consent of the City, disclose to anyone any Confidential Information. The term Confidential Information for the purposes of this Agreement shall include all proprietary and confidential information of the City, including but not limited to business plans, marketing plans, financial information, materials, compilations, documents, instruments,
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4 models, source or object codes and other information disclosed or submitted, orally, in writing, or by any other medium or media. All Confidential Information shall be and remain confidential and proprietary in the City. (b) Any and all writings and documents prepared or provided by Service Provider pursuant to this Agreement are the property of the City at the time of preparation and shall be turned over to the City upon expiration or termination of the Agreement. Service Provider s hall not permit the reproduction or use thereof by any other person except as otherwise expressly provided herein. (c) If Service Provider should subcontract all or any portion of the services to be performed under this Agreement, Service Provider shall cause each subcontractor to also comply with the requirements of this Section 5. (d) This Section 5 shall survive expirati on or termination of this Agreement.
6. Level of Skill. It is further mutually understood and agreed by and between the parties hereto that inasmuch as Service Provider represents to the City that Service Provider and its subcontractors, if any, are skilled in the profession and shall perform in accordance with the standards of said industry necessary to perform the services agreed to be done by it under this Agreement, the City relies upon the skill of Service Provider and its subcontractors, if any, to do and perform such services in a skillful manner and Service Provider agrees to thus perform the services and require the same of any subcontractors. Therefore, any acceptance of such services by the City shall not operate as a release of Service Provider or any subcontractors from said industry and professional standards.
7. Indemnification. To the furthest extent allowed by law, Service Provider shall indemnify, hold harmless and defend the City and each of its officers, officials, employees, agents, and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by the City, Service Provider or any other person, and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees, litigation expenses and cost to enforce this agreement), arisin g or alleged to have arisen directly or indirectly out of performance of this Agreement. Service Provider's obligations under the preceding sentence shall apply regard less of whether the City or any of its officers, officials, employees, agents, or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forf eitures, costs or damages caused solely by the gross negligence, or caused by the will ful misconduct, of the City or any of its officers, officials, employees, agents, or volunteers.
If Service Provider should subcontract all or any portion of the work to be performed under this Agreement, Service Provider shall require each subcontractor to indemnify, hold harmless and defend the City and each of its officers, officials, employees, agents, and volunteers in accor dance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this Agreement.
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5 8. Insurance.
(a) Throughout the life of this Agreement, the Service Provider shall pay for and maintain in full force and effect all insurance as required in Exhibit C, which is incorporated into and part of this Agreement, with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated no less than “A -VII” in the Best’s Insurance Rating Guide, or (ii) as may be authorized in writing by the City’s Risk Manager or designee at any time and in its sole discretion. The required policies of insurance as stated in Exhibit C shall maintain limits of liability of not less than those amounts stated therein. However, the insurance limits available to the City, its officers, officials, employee s, agents, and volunteers as additional insureds, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the named insured.
(b) If at any time during the life of the Agreement or any extension, the Service Provider or any of its subcontractors/sub-Service Providers fail to maintain any required insurance, all services and wo rk under this Agreement shall be discontinued immediately, and all payment s due, or that become due, to the Service Provider shall be withheld unt il insurance is in compliance with the requirements. Any failure to maintain the required insurance shall be sufficient cause for the City to terminate this Agreement. No action taken by the City pursuant to this section shall in any way relieve the Service Provider of its responsibilities under this Agreement. The phrase “fail to maintain any required insurance” shall include, without limitation, notification received by the City that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent. (c) The fact that insurance is obtained by the Service Provider shall not be deemed to release or diminish the liabili ty of the Service Provider, including, without limitation, liability under the ind emnity provisions of this Agreement.
The duty to indemnify the City shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Service Provider. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of the Service Provider, its principals, officers, agents, employees, persons under the supervision of the Service Provider, vendors, supplie rs, invitees, Service Providers, sub- Service Providers, subcontractors, or anyone employed directly or indirectly by any of them.
9. Conflict of Interest and Non-Solicitation.
(a) Prior to the City’s execution of this Agreement, Service Provider shall complete a City of Fresno conflict of interest disclosure statement in the form as set forth in Exhibit D. During the term of this Agreement, Service Provider shall have the obligation and duty to immediately notify the City in writing of any change to the information provided by Service Provider in such statement. (b) Service Provider shall comply, and re quire its subcontractors to comply, with all applicable (i) professional canons and requirements governing avoidance
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6 of impermissible client conflicts; and (ii) federal, state, and local conflict of interest laws and regulations includ ing, without limitation, California Government Code Section 1090 et. seq. , the California Political Reform Act (California Government Code Section 87100 et. seq.) and the regulations of the Fair Political Practices Co mmission concerning disclosure and disqualification (2 California Code of Reg ulations Section 18700 et. seq.). At any time, upon written request of the City, Service Provider shall provide a written opinion of its legal counsel and t hat of any subcontractor that, after a due diligent inquiry, Service Provider and the respective subcontractor(s) are in full compliance with all laws and regu lations. Service Provider shall take, and require its subcontractors to take, reasonable steps to avoid any appearance of a conflict of interest. Upon discovery of any facts giving rise to the appearance of a conflict of interest, Service Provider shall immediately notify the City of these facts in writing.
(c) Service Provider’s duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qual ifications, or any other solicitation regarding a subsequent or additional contract with the City. The City entering this Agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this Project. Service Provider’s participation in the planning, discussions, or drawing of project plans or specifications shall be limite d to conceptual, preliminary, or initial plans or specifications. Service Provider shall cooperate with the City to ensure that all bidders for a subsequent contra ct on any subsequent phase of this Project have access to the same information, including all conceptual, preliminary, or initial plans or specific ations prepared by Service Provider pursuant to this Agreement.
(d) In performing the work or services to be provided hereunder, Service Provider shall not employ or retain the services of any person while such person either is employed by the City or is a member of any City council, commission, board, committee, or similar the City body. This requirement may be waived in writing by the City Manager, if no actual or potential conflict is involved. (e) Service Provider represents and warrants that it has not paid or agreed to pay any compensation, contingent or otherwise, direct or indirect, to solicit, or procure this Agreement or any rights/benefits hereunder. (f) Service Provider and any of its subcontr actors shall have no interest, direct or indirect, in any other contract with a thir d party in connection with this Project unless such interest is in accordance with all applicable law and fully disclosed to and approved by the City Manager, in advance and in writing.
Notwithstanding any approval given by the City Manager under this provision, Service Provider shall remain respons ible for complying with Section 9(a), above.
(g) If Service Provider should subcontract all or any portion of the work to be performed or services to be provided under this Agreement, Service Provider
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7 shall include the provisions of this Section 9 in each subcontract and require its subcontractors to comply therewith.
(h) This Section 9 shall survive expirati on or termination of this Agreement.
10. Recycling Program. In the event that the Service Provider maintains an office or operates a facility(ies), or is required her ein to maintain or operate same, within the incorporated limits of the City of Fresno, Service Provider at its sole cost and expense shall:
(a) Immediately establish and maintain a viable and ongoing recycling program, approved by the City’s Solid Waste Management Division, for each office and facility. Literature describing the City recycling programs is available from the City’s Solid Waste Management Division and by calling City of Fresno Recycling Hotline at (559) 621-1111.
(b) Immediately contact the City’s Solid Waste Management Division at (559) 621- 1452 and schedule a free waste audit and cooperate with such Division in their conduct of the audit for each office and facility.
(c) Cooperate with and demonstrate to the satisfaction of the City’s Solid Waste Management Division the establishment of the recycling program in paragraph (a) above and the ongoing maintenance thereof.
11. General Terms.
(a) Except as otherwise provided by law, al l notices expressly required of the City within the body of this Agreement, and not otherwise specifically provided for, shall be effective only if signed by the Administrator or designee. (b) Records of Service Provider’s expenses pertaining to the Project shall be kept on a generally recognized accounting basis and shall be available to the City or its authorized representatives upon request during regular business hours throughout the life of this Agreement and for a period of three years after final payment or, if longer, for any period required by law. In addition, all books, documents, papers, and records of Servi ce Provider pertaining to the Project shall be available for the purpose of making audits, examinations, excerpts, and transcriptions for the same period of time. If any litigation, claim, negotiations, audit or other action is commenced before the expiration of said time period, all records shall be retained and made available to the City until such action is resolved, or until the end of said time period whichever shall later occur. If Service Provider should subcontract all or any portion of the services to be performed under this Agreement, Service Provider shall cause each subcontractor to also comply with the requirements of this paragraph.
This Section 11(b) shall survive expiration or termination of this Agreement. (c) Prior to execution of this Agreement by the City, Service Provider shall have provided evidence to the City that Service Provider is licensed to perform the services called for by this Agreement (or that no license is required). If Service Provider should subcontract all or any portion of the work or services to be performed under this Agreement, Service Provider shall require each subcontractor to provide evidence to the City that subcontractor is licensed to
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8 perform the services called for by this Agreement (or that no license is required) before beginning work.
12. Nondiscrimination. To the exte nt required by controlling federal, state and local law, Service Provider shall not employ discriminatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Subject to the foregoing and during the performance of this Agreement, Service Provider agrees as follows:
(a) Service Provider will co mply with all applicable laws and regulations providing that no person shall, on the grounds of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethn icity, status as a disabled veteran or veteran of the Vietnam era be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity made possible by or resulting from this Agreement.
(b) Service Provider will not discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Service Provider shall ensure that applicants are employed, and the employees are treated during employment, without regard to their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital st atus, sex, age, sexual orientation, ethnicity, status as a disabled veter an or veteran of the Vietnam era. Such requirement shall apply to Service Provider’s employment practices including, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment adve rtising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provision of this nondiscrimination clause.
(c) Service Provider will, in all solici tations or advertisements for employees placed by or on behalf of Service Pr ovider in pursuit hereof, state that all qualified applicants will receive considera tion for employment without regard to race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a dis abled veteran or veteran of the Vietnam era.
(d) Service Provider will send to each labor union or representative of workers with which it has a collective barga ining agreement or other contract or understanding, a notice advising such labor union or workers' representatives of Service Provider’s commitment under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
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9 (e) If Service Provider should subcontract all or any portion of the services to be performed under this Agreement, Service Provider shall cause each subcontractor to also comply with the requirements of this Section 12.
13. Independent Contractor.
(a) In the furnishing of the services provided for herein, Service Provider is acting solely as an independent contractor. Neit her Service Provider, nor any of its officers, agents, or employees shall be deemed an officer, agent, employee, joint venturer, partner, or associate of the City for any purpose. The City shall have no right to control or supervise or direct the manner or method by which Service Provider shall perform its work and functions. However, the City shall retain the right to administer this Agre ement so as to verify that Service Provider is performing its obligations in accordance with the terms and conditions thereof.
(b) This Agreement does not evidence a partnership or joint venture between Service Provider and the City. Service Provider shall have no authority to bind the City absent the City’s express written consent. Except to the extent otherwise provided in this Agreement, Service Provider shall bear its own costs and expenses in pursuit thereof.
(c) Because of its status as an independent contractor, Service Provider and its officers, agents, and employees shall have absolutely no right to employment rights and benefits available to the City employees. Service Provider shall be solely liable and responsible for all payroll and tax withholding and for providing to, or on behalf of, its employees all employee benefits including, without limitation, health, welfare and retirement benefits. In addition, together with its other obligations under this Agreement, Service Provider shall be solely responsible, indemnify, defend and save the City harmless from all matters relating to employment and tax withholding for and payment of Service Provider’s employees, including, without limi tation, (i) compliance with Social Security and unemployment insurance withholding, payment of workers compensation benefits, and all other laws and regulations governing matters of employee withholding, taxes and payme nt; and (ii) any claim of right or interest in the City employment benefits, entitlements, programs and/or funds offered employees of the City whether arising by reason of any common law, de facto, leased, or co- employee rights or other theory. It is acknowledged that during the term of this Agreement, Service Provider may be providing services to others unrelated to the City or to this Agreement.
14. Notices. Any notice required or intended to be given to either party under the terms of this Agreement shall be in writing and shall be deemed to be duly given if delivered personally, transmitted by facsimile followed by telephone confirmation of receipt, or sent by United States registered or certified mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party's address set forth on the signature page of this Agreement or at such other address as the parties may from time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficiently served or given at the time of the mailing thereof.
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10 15. Binding. Subject to Section 16, below, once this Agreement is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties' respective heirs, successors, assigns, transferees, agents, servants, employees and representatives.
16. Assignment.
(a) This Agreement is personal to Se rvice Provider and there shall be no assignment by Service Provider of its rights or obligations under this Agreement without the prior written approval of the City Manager or designee.
Any attempted assignment by Service Provider, its successors or assigns, shall be null and void unless approved in writing by the City Manager or designee.
(b) Service Provider hereby agrees not to assign the payment of any monies due Service Provider from the City under the terms of this Agreement to any other individual(s), corporation(s) or entity(ies). The City retains the right to pay any and all monies due Service Provider directly to Service Provider.
17. Compliance With Law. In providing th e services required under this Agreement, Service Provider shall at all times comply with all applicable laws of the United States, the State of California and the City, and with all applicable regulations promulgated by federal, state, regional, or local ad ministrative and regulatory agencies, now in force and as they may be enacted, issued , or amended during the term of this Agreement.
18. Waiver. The waiver by either party of a br each by the other of any provision of this Agreement shall not constitute a continu ing waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. No provisions of this Agreement may be waived unless in writ ing and signed by all parties to this Agreement. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein.
19. Governing Law and Venue. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California.
20. Headings. The section headings in this Agreement are for convenience and reference only and shall not be construed or held in an y way to explain, modify or add to the interpretation or meaning of the provisions of this Agreement.
21. Severability. The provisions of this Agreement are severable. The invalidity, or unenforceability of any one provision in this Agreement shall not affect the other provisions.
22. Interpretation. The parties acknowledge that this Agreement in it s final form is the result of the combined efforts of the part ies and that, should any provision of this Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Agreement in favor of or against either party, but rather by construing the terms in accordance with their generally accepted meaning.
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11 23. Attorney's Fees. If either party is required to commence any proceeding or legal action to enforce or interpret any term, cove nant or condition of this Agreement, the prevailing party in such proceeding or action shall be entitled to recover from the other party its reasonable attorney's fees and legal expenses.
24. Exhibits. Each exhibit and attachment referenced in this Agreement is, by the reference, incorporated into and made a part of this Agreement.
25. Precedence of Documents. In the event of any conflict between the body of this Agreement and any exhibit or attachment hereto, the terms and conditions of the body of this Agreement shall control and take precedence over the terms and conditions expressed within the exhibit or attachment. Furthermore, any terms or conditions contained within any exhibit or attachment hereto which purport to modify the allocation of risk between the parties, provided for within the body of this Agreement, shall be null and void.
26. Cumulative Remedies. No remedy or elect ion hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.
27. No Third Party Beneficiaries. The rights, interests, duties, and obligations defined within this Agreement are intended for the spec ific parties hereto as identified in the preamble of this Agreement. Notwithstanding anything stated to the contrary in this Agreement, it is not intended that any rights or interests in this Agreement benefit or flow to the interest of any third parties.
28. Extent of Agreement. Each party acknowledges that they have read and fully understand the contents of this Agreement. This Agreement represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, represent ations or agreements, either written or oral. This Agreement may be modified only by written instrument duly authorized and executed by both the City and Service Provider.
29. The City Manager, or designee, is hereby authorized and directed to execute and implement this Agreement. The previous sentence is not intended to delegate any authority to the City Manager to administer the Agreement, any delegation of authority must be expressly included in the Agreement.
[SIGNATURES FOLLOW ON NEXT PAGE.]
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12 IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, on the day and year first above written.
CITY OF FRESNO,
A
California municipal corporation
By:
Georgeanne A. White
City Manager
APPROVED AS TO FORM:
ANDREW JANZ
City Attorney
By:
Angela M. Karst Date
Senior Deputy City Attorney
ATTEST:
TODD STERMER, MMC
City Clerk
By:
Date
Deputy
POVERELLO HOUSE,
A California non
-profit corporation
By:
Name: Zachary Darrah
Title: CEO
(If corporation or LLC., Board Chair, Pres.
or Vice Pres.)
By:
Name:
Title:
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
REVIEWED BY:
Addresses:
CITY:
City of Fresno
Attention: Joe Pasillas
Housing and Neighborhood Revitalization
Manager
2600 Fresno Street, CH3N
Fresno, CA 93721
Phone: (559) 621-8053
E-mail: [email protected]
SERVICE PROVIDER:
Poverello House
Attention: Zachary D. Darrah,
Chief Executive Officer
412 F Street
Fresno, CA 93706
Phone: (559) 498-6988 ex. 110
E-mail: [email protected]
Attachments:
1. Exhibit A - Scope of Services
2. Exhibit B - Schedule of Fees and Compensation
3. Exhibit C - Insurance Requirements
4. Exhibit D - Conflict of Interest Disclosure Form
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13 EXHIBIT A
SCOPE OF SERVICES
Service Agreement between the City of Fresno
and Poverello House
Village of Hope
In addition to the content provided in Exhibit A, Poverello House will honor all outlined requirements and their detailed response to 12500851 Request for Qualifications for Triage Center/Emergency Shelter Operations.
PROGRAM OVERVIEW
Interim Shelter services at Village of Hope will include the following:
x Shelter management staff and oversight
x 65 emergency shelter beds beginning July 1, 2025.
x 4 Client Navigators that wi ll create a supportive service and housing plan for residents at Village of Hope
x 9 Client Services Specialists (24-hour staff)
x 24-hour security services
x 2 Housing Stability Case Managers (Additional case management once housed.)
x 3 meals a day
x Linen service
x Office Supplies and IT services
All emergency shelter services at Poverello House are part of the community’s coordinated entry system. All client data is entered into the Homeless Information System (HMIS).
Below is an outline of Poverello House’s Interim Housing programs:
x All access sites and self- referrals can refer clients to Poverello House’s emergency shelters.
x An Intake Specialist will administer the pre-screening tool to identify immediate emergency needs such as medical attention, mental health, and shelter.
x During the initial pre-screening process, Diversion will be practiced. This would include utilizing the client’s existing resources, such as family reunification, linkages to friends, and possible safe sleeping environments.
Identifying emergency needs and Diversion occurs in the pre-screening process.
x If Diversion has been exhausted or is inappropriate, the intake process begins for the shelter beds. An intake process will include the universal data elements (Gender, race, length to homelessness, age and veteran status) from the client.
x Once assigned a shelter bed, an appoi ntment will be set up within 24 hours with a case manager.
x At this point, the client's da ta will be entered into HMIS.
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14 x The case manager will meet with the client and create an action plan to address immediate emergency needs, potential supportive services and a housing plan.
x Once emergency needs are identified, the case manager will work on a housing plan that may include administering the VI-SPDAT to the client. x The case manager will have weekly meetings with clients to implement supportive service plans and housing goals.
x The case manager provides and will leverage community resources for transportation, documentation, and other supportive services. x Clients will have access to meals, showers, laundry service, and mental health services.
x The case manager will work on increasing income and identifying any barriers to housing.
x Once a housing plan is set and the ba sic documentation is secured, a match form is submitted to the community housing matcher.
x Once the match form has been submitted and a housing program has been identified and accepted, the case manager will assist the client in securing potential housing through apartment searches and other viable housing options.
x Once housed the case manager will follow-up with the client at least once per month to ensure the client’s housing is secure and provide support if they need additional services.
x The housed client can still access all services at Poverello House, including MAP Point, The Enrichment Center and other supportive services to ensure their success in housing.
x The target length of stay for emergenc y shelter beds will be 90 days. Due to the housing shortages in the community, Poverello House may approve one 30-day extension, for a total of 120 days for emergency shelter beds, with written notification to the City within seven (7) days of extension approval.
Ramp-Up Process: This project is fully implemented. Launching the listed services at this facility will require no additional time.
Ramp-Down Process: Poverello House will stop accepting new clients 45 days prior to the term of this Agreement. They will work with existing clients to link them to permanent housing and supportive housing. For those clients who cannot secure permanent housing prior to the term of this Agreement, will be linked to Poverello House’s Cal-Aim program to provide street navigation services and other Cal-Aim resources such as housing deposits.
TARGET POPULATION
Chronically homeless and unsheltered individuals, families, and veterans located in the ERF identified encampment area.
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15 SERVICE MODEL
If the number of applicants exceeds the number of available beds, the ERF Coordinator will take into account the following factors:
x Current living situation: if one is “at imminent risk” or li terally homeless, the literal homeless individual will take priority
x Determine if Diversion is po ssible or immediate housing intervention (shared housing) x Vulnerability assessment: The length of ho melessness, disability, and prioritization process are unique to the state encampment area. Prioritization will consider how long the person has resided in the state encampment area. x Age: Priority will be given to applicants 60 and older.
The program includes strategies for diversion and self-resolution. If the client is excited without housing, they will be immediately assigned a street navigator. Street navigators will help clients reconnect with family or friends who can provide support. The street navigators will continue to link them to supportive services and housing. Additionally, clients needing further support will be li nked to Poverello House’s Cal-AIM Enhanced Care Management and Community Support program, which provides comprehensive care management services. Clients can also access Poverello Hou se’s Enrichment Center and Fresno County’s Wellness Center for mental health programs and counseling. Poverello House will also link them to services offered on thei r campus, such as meals, laundry, showers, clothing, and mail service. The street outreach and navigation will continue to link them to primary care providers such as Clinica Sier ra, Family Healthcare Network, and United Healthcare Centers.
STAFFING
The following positions will be supported by this program:
Title Full Time
Employee
Brief Description of Duties
Chief Programs Officers .05 FTE Oversight of the program. Ensure all grant outcomes are met.
Chief Operations Officer .05 FTE Oversee food services, security, fleet management, and maintenance of the
property / facility and staff.
Chief Financial Officer .05 FTE Oversee the budget, invoicing, and financial oversight.
Senior Director of Shelter
Services
.30 FTE Oversee the operations of the shelter, budget,
and grant oversight.
Director of Facilities .10 FTE Supervise facility staff and upkeep and maintenance of the emergency shelter.
Director of Mental Health
Services
.15 FTE Provide Individual and group counseling for
residents in the emergency shelter.
IT Coordinator .10 FTE Maintain security cameras, WiFi access, workstation computers, and cell phones.
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16 Title Full Time
Employee
Brief Description of Duties
Finance Specialist .25 FTE Assist with the program’s financial needs, such as invoicing and grant spending.
Shelter Coordinator 1.0 FTE Supervise client services specialists and security specialists. Manage Schedules of
employees and payroll. Interact with clients
and resolve conflicts with clients.
Client Navigator 4.0 FTE They will create a case plan for supportive services and housing, obtain documents such
as IDs, birth certificates, social security cards,
and proof of income, and send the documents
to a matcher to be “matched” to housing
program.
Client Services Specialist 9.0 FTE Provide 24/7 monitoring of the emergency shelter. They will do periodic room checks to
ensure client safety, do
clients’ laundry, pass
out program supplies, serve meals, and more.
Housing Stability Case
Manager
2.0 FTE Once housed, the housing stability case
manager will meet weekly with the clients to
ensure they stay housed. They will work on
employment opportunities, link them to
supportive services such as mental health,
work on life skills, and develop relationship
with landlords.
Village of Hope has four (4) staff and one (1) security personnel every given hour, totaling 6 hours per hour, 24 hours per day. A typical day ratio will range from one (1) staff member to 15 clients or less. Due to the past twenty yea rs of operating different emergency shelters, The Village of Hope is anticipated to maintain 98% capacity every night. Case managers will navigate up to twenty clients per caseload.
HEALTH AND SAFETY EDUCATION
Poverello House recognizes the importance of embedding health and safety education within all programs for staff and clients. Work shops targeting sex education provide clients with knowledge about sexual health and safety. These classes cover topics such as consent, contraception, sexually transmitted infection s (STIs), and healthy relationships. Poverello House works with medical providers such as Kaiser Permanente and Family Healthcare Network to give classes on sexual health and harm reduction principles. Kaiser nurses come every quarter. These classes are located at the Village of Hope. Classes are in a small group setting in a private room. Poverello House al so offers alcohol and other drug abuse (AOD) given by a certified AOD specialist. These classes are held once a week at Hope Pointe and Village, and clients are welcome to attend. The AOD specialist follows a curriculum approved by SAMSHA. Weekly AA and NA classes at Pove rello House are also open to the public and all ERF participants.
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17 LOW BARRIER SHELTER PRINCIPLES
Poverello House adheres to low-barrier shelte r principles by removing as many obstacles as possible for individuals seeking shelter. The facility operates 24 hours a day, seven days a week. Poverello House has fully implemented the Housing First Model by providing access without preconditions such as sobriety, treatment, or service participation.
x Substance Use: Embracing a harm reduction approach, Poverello House allows individuals under the influence of substanc es to access services, provided they do not use substances on the premises. Poverello House works with clients to manage their substance use by creating linkages to appropriate substance use treatment programs. Narcan is available on-site, and all staff are trained to administer it. Clients found with substances will be asked to dispose of them, and multiple occurrences may lead to exit from the program for safety reasons.
x Pets: Poverello House recognizes the signif icant companionship pets provide to their owners. Pets are permitted on the premis es and within their owners' sleeping quarters. Poverello House collaborates with animal wellness organizations to provide care when possible. Poverello House also accommodates pets by providing food, leashes, designated play areas, and relief areas. Poverello House does not require proof of pet vaccinations.
x Partners: Poverello House does provide room accommodations for couples. If separated, case managers will coordinate to ensure they are housed together in permanent housing. Poverello House includes access to Licensed Family and Marriage Therapists to help mediate relational conflicts and develop healthy relationships. Poverello House serves indivi duals of all sexual orientations. Staff training enables the program’s ability to serve individuals experiencing severe mental illness.
x Possessions: Clients are provided with secu re storage for their belongings, including locked drawers by their beds and additional secured storage on the campus. Clients must report daily to the facility by 10 p.m. and can leave the premises starting at 5 a.m. Clients have access to the premises 24 hours a day. Staff collaborate with clients who need to come and go during irregular hours. Clients are permitted a 72-hour absence without losing their program placement. Staff will work with clients to address reasons for multiple absences and conduct documented interventions. If unsuccessful, the client may be excited about the program.
x LGBTQ+: Clients must respect the confidentiality, rights, and privacy of others and refrain from using inappropriate language or behaviors. Threats, violence, and weapons are strictly prohibited. They are ex pected to respect their living space. By adhering to these principles and policies, Poverello House ensures a supportive and inclusive environment for all clients on their way to permanent housing.
x Absences: Participants may be absent for up to 72 hours without losing their bed, with exceptions for extenuating circumstances.
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18 x Mental Health: Poverello House will co nnect clients to its Enrichment Center for access to mental health services. If it is determined that a client requires a higher level of care, they will be referred to the Fresno County Department of Behavioral Health’s Wellness Center fo r further assessment. Additionally, Poverello House navigators will assist in re-engaging guests with the County’s Wellness Center if they have previously disengaged from services.
COMMUNITY RESOURCE CONNECTION AFTER EXIT
Navigators are responsible for linking clients to community education, employment, and social services resources. Poverello House works with Big Picture Academy and Ceaser Chavez Adult School to secure clients’ high school diplomas and GEDs. Poverello House also works with Fresno City College to enroll clients in vocational classes or general education. Poverello House also works with Workforce Connection to assist in job searches and soft skill training. Workforce. Poverello Hou se also partners with Bank of America to give financial literacy. These classes occur every two weeks by bank personnel.
Poverello House works closely with the Fresno County Department of Social Services (DSS) and Behavioral Health (DBH). Poverello House case managers link clients to DSS entitlement benefits such as general reli ef, CalFresh, and other entitlement benefits.
Poverello House also works with DBH’s Wellness Center to link clients who have moderate to severe mental health concerns. Poverello House can get clients' prescriptions and provide crisis management through the DBH Wellness Center.
HOUSING FIRST STRATEGY
Overview of Housing First Strategy: Poverello House shall implement a Housing First approach across its emergency shelter programs, including The Village of Hope, Naomi’s House, Family Hope Shelter, and Hope Pointe. In alignment with Welfare and Institutions Code Section 8255(b), this model prioritizes rapid access to permanent housing without requiring sobriety, treatment participation, or other preconditions.
Upon intake, Poverello House will assign a case manager to each client. The case manager will develop a housing plan that reflects the client’s history of homelessness and identifies any supportive services the client may require once housed. The goal of the housing plan is to facilitate placement into permanent housing within approximately 30 days, subject to housing availability.
Case managers shall be responsible for:
x Collecting all required housing documentation;
x Addressing and removing any barriers to housing;
x Coordinating with housing providers for placement;
x Developing a supportive service plan th at includes referrals and connections to Fresno County services, primary care, mental health services, and employment resources.
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19 This approach ensures that clients are not only connected to stable housing but also supported in maintaining long-term housing stability.
DIVERSION
Initial Screening and Diversion Strategy: Poverello House staff shall conduct an initial screening for all individuals seeking services to assess immediate emergency needs, including but not limited to medical attention, mental health crises, and suitability for entry into Naomi’s House Triage Center. In cases where Naomi’s House is at capacity or otherwise unavailable, the In take Specialist shall make reasonable efforts to identify alternative emergency shelter options within Fresno County.
As part of the intake process, diversion strategies will be employed to prevent unnecessary entry into the emergency shelter system. Thes e strategies will include assessing and leveraging the client’s existing resources, such as family or friend connection s and other safe sleeping arrangements. When appropriate, staff shall facilitate family reunification or support connections to informal housing options to resolve the client’s housing crisis without entering shelter.
PERMANENT HOUSING PLACEMENT
Once assigned a shelter bed, an appointment will be set up within 24 hours with a case manager/navigator. Below is the process by which the Coordinated Entry System is followed:
x The case manager/navigator will meet with the client to create an action plan to address immediate emergency needs, potential supportive services, and a housing plan. This process includes administering the Vulnerability Index-Service Prioritization Decision Assistance Tool (VI-SPDAT) or any standardized assessment tool utilized by service providers in the community.
x Linkage to supportive services includes the following: physical and mental health, employment training and opportunities, s ubstance abuse treatment, Medi-Cal and CalFresh eligibility, and social security/dis ability benefits. St aff will work with mainstream providers to understand eligibility requirements. x The case manager/navigator will meet with clients weekly to monitor supportive service plans and progress on the housing plan.
x The case manager/navigator will acquire documentation such as identification and social security cards, birth certificates, and other supportive documents needed for housing.
x The case manager will work on increasing income and identifying any barriers to housing.
x Once a housing plan is established, and documentation is secured, a match form is submitted to the community housing matcher.
x After receiving match confirmation, the navig ator will work with the client to present their housing options.
x Once a client accepts a match, the navigat or will work with the housing provider to secure housing.
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20 x For ERF clients matched to ERF-designated housing programs, Poverello House staff will confirm through HMIS that the client originated from the state encampment area.
INCOME BENEFITS OR EMPLOYMENT INCOME
Case Managers and Housing Stability Managers shall support clients in increasing earned income and achieving financial stability. Staf f will provide individualized employment readiness services, including resume development, mock interviews, and guidance on obtaining appropriate interview attire.
Case Managers will actively engage with potential employers to identify job opportunities and facilitate employment placements. In addition, staff shall coordinate with workforce development partners, including Workforce Connection, Fresno EOC training programs, Job Corps, and the California Conservation Corps, to connect clients to relevant job training and employment resources.
For clients who are unable to work due to dis ability or other barriers, Case Managers shall assist with applications for General Relief, Social Security, and other eligible public benefits to ensure access to income supports.
DATA COLLECTION
The service provider will be required to enter participant data into the Homeless Management Information System (HMIS) in or der to comply with HUD data collection, management, and reporting standards. The Service Provider must now maintain records for possible audit for a minimum of seven (7) y ears commencing at the grant closure date, collect data consistently, track both qualitative and quantitative outcomes, and provide them to the City in a timely manner. Expenses asso ciated with HMIS licenses and services are the responsibility of the selected Respondent(s).
MONITORING
In addition to monthly activity reports, progre ss and outcomes, the City of Fresno staff will monitor through regular meetings, site visits, ins pection of client files, financial audits, and observation of case management meetings.
MAINTENANCE AND REPAIR
Service Provider shall keep the Property, including, without limitation, all buildings, common areas, and other improvements on the Property, in good order, repair, and condition so that the Property is maintained in a first-class condition equal to or better than competing projects and other similar projects managed by Service Manager in accordance with the then-current Budget approved by the City and with funds received as part of the maintenance budgeted line-item. Service Provider may make expe nditures or enter contracts without the City’s consent only for emergency repairs to the Property that are immediately required to be made for the preservation and safety of the Property , to avoid the suspension of any essential
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21 service to or for the Property, or to avoid danger to life or property at the Property (Emergency Expenditures), provided that Service Provider shall give the City notice of any Emergency Expenditures and shall, to the exte nt reasonably practicable, consult with the City prior to making any Emergency Expenditures.
COMPLIANCE
Service Provider shall operate and maintain the Property, in compliance with, and in the performance of its duties hereunder shall abide by, all statutes, laws, rules, regulations, requirements, orders, notices, determinations, and ordinances of any national and local government and appropriate agencies, depar tments, commissions, or boards, the requirements of any insurance companies covering any of the risks against which Property is insured, and the requirements of any agre ements relating to the Property (each a “Requirement”). Service Provider further agrees promptly to remedy any violation of a Requirement at the City’s expense, provided that if th e cost of remedying such violation exceeds Five Thousand Dollars ($5,000) in any one instance, Service Provider shall obtain the City’s prior written approval before authorizing any expenditure, except for Emergency Expenditures, as provided in the Maintenance and Repair section above.
SERVICE CONTRACTS
Service Provider may negotiate and execute c ontracts with independent contractors for services required in the ordinary course of bu siness in operating the Property, including, without limitation, contracts for security protection, cleaning and janitorial service, utilities, and, to the extent applicable, internet, boiler, and HVAC maintenance; provided, however, that (i) except as otherwise approved by the City in writing, such contracts shall not have a term in excess of one (1) year and shall be terminable by Service Provider without cause on thirty (30) days’ notice; and (ii) the nature and cost of the services to be contracted for are included in the then-current Budget approved by City.
PERFORMANCE MEASUREMENT
Goals/Outcomes for 65 Interim Shelter beds at Village of Hope:
x Services will begin immediately upon execution of the contract. x Maintain a 98% bed utilization rate, as measured in HMIS. x A minimum of 260 unique individuals will be served.
x A minimum of 130 clients exiting the progra m will achieve safe exits as measured in HMIS, including all positive temporary exit destinations except for places not meant for human habitation, or instances where client exit destination was not identified. x A minimum of 65 of those exiting will ex it to permanent housing situations, as measured in HMIS.
x A minimum of 159 clients will maintain stability thro ugh housing stability case manager (80% will remain housed 6 months after exiting to permanent housing) x 30% of those exiting to permanent destin ations from emergency shelter services will do so within 90 days of program entry.
All-B GSP Agt Not to Exceed (05-2024)
22 EXHIBIT B
SCHEDULE OF FEES AND EXPENSES
Service Agreement between City of Fresno (the City)
and Poverello House (Service Provider)
Village of Hope
COMPENSATION
In no event shall compensation paid for services performed under this Agreement be in excess of One Million, Nine Hundred Eighty-six Thousand, Seventy-two and 25/100 Dollars ($1,986,072.25). Unexpended funds will not be carried over into any additional one (1) year extensions for services.
REQUESTS FOR REIMBURSEMENT
Service Provider’s activities will be funded on a reimbursement basis with proof of actual expenses incurred and paid. Copies of all supporting documents must be clear and legible.
Reimbursement packets must be completed and organized. All costs must be allowable according to 2 CFR 200 and all other applicable federal rules and regulations. Any expenses included that are not allowable will be deducted from the amount reimbursable. Expenses included in the general ledge or reimbursement request form that do not have supporting documentation will be deducted from the amount reimbursable.
Service Provider shall submit monthly reimbursement packets on or before the 15th calendar day after the expiration of each calendar month. Supplemental invoice packets received by the City staff 45 calendar days after the expira tion of a calendar month may not be eligible for reimbursement. Supplemental invoice packets received by the City staff after the termination date of the Agreement identified in section 2 of the Agreement may not be eligible for reimbursement.
BUDGET DETAILS
Budget Category Account: Budget
PERSONNEL
Salaries $747,311.60
Benefits $186,827.90
Payroll Taxes $64,642.,45
Subtotal $998,781.95
Operating Costs
Program Supplies $24,000.00
Communications (Phone line/internet/cell phones) $16,000.00 Office Supplies/Furniture $2,500.00
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23 Budget Category Account: Budget
Utilities $35,000.00
Travel (200 miles monthly X .67 per mile X 12
months) + Fuel $7,608.00
Copy Machine Lease ($500/month) $6,000.00
Meal Services ($6.00/meal) $459,900.00
Laundry Services ($4.00/load, dry, fold, deliver) $26,000.00 HMIS Licenses/Startup/Training $24,000.00
Subtotal $584,144.00
Other Costs
Contracted Security Services (Poverello House) $144,000.00 Village of Hope Master Lease $180,000.00
Subtotal $324,000.00
INDIRECT COSTS
Indirect Costs (5%) $79,146.30
Subtotal $79,146.30
TOTAL BUDGET $1,986,072.25
Personnel Category FTE Rate Funded Salary
Chief Programs Officer .05 $112,000.00 annual $5,000.00 Chief Operations Officer .10 $112,000.00 annual $11,000.00 Chief Financial Officer .05 $100.00 / hour $5,200.00
Senior Director of Shelter Services .20 $80,000.00 annual $16,000.00 Facilities Coordinator .15 $23.00 / hour $7,176.00
Director of Mental Health Services .15 $85,000.00 annual $12,750.00 Director of IT .10 $30.00 / hour $6,240.00
Finance Specialist .25 $27.00 / hour $14,040.00
Shelter Coordinator 1.0 $24.61 / hour $51,188.80
Client Navigator 4.0 $21.40 / hour $178,048.00
Client Services Specialist 9.0 $19.26 / hour $360,547.20 Housing Stability Case Manager 2.0 $19.26 / hour $80,121.60 TOTAL $747,311.60
Monthly Report – The Service Provider shall submit monthly income and expense reports detailing the management and operation of the Project. Reports must be submitted in the
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24 Service Provider’s standard format, as approved by the City, no later than the 30th calendar day following the end of each calendar month.
Annual Report – An annual report is required if the Project was operational any time during the performance period, regardless of the Project’s start date. The a nnual report shall be submitted in accordance with the following schedule:
Performance Period Annual Report Due
July 1, 2025 – June 30, 2026 August 15, 2026
Final Report upon Early Termination – In the event of early termination, the Service Provider shall submit a final income and expens e report to the City no later than 30 days prior to the effective date of termination.
Final Report (End of Term) – The Service Provider’s operational year is defined as July 1st through June 30th for each year in which this Agreement remains in effect. Following the end of the operational year, a final reconciled income and expense report must be submitted by August 15.
Final Request for Reimbursement – The Service Provider shall submit the final request for reimbursement no later than August 15, 2026. Expenses not included in the final reconciled income and expense report submitte d on August 15 will not be eligible for reimbursement.
Performance Period Monthly Report Due
July 1, 2025 – July 31, 2025 August 15, 2025
August 1, 2025 – August 31, 2025 September 30, 2025
September 1, 2025 – September 30, 2025 October 15, 2025 October 1, 2025 – October 31, 2025 November 15, 2025
November 1, 2025 – November 30, 2025 December 15, 2025
December 1, 2025 – December 31, 2025 January 15, 2026
January 1, 2026 – January 31, 2026 February 15, 2026
February 1, 2026 – February 28, 2026 March 15, 2026
March 1, 2026 – March 31, 2026 April 15, 2026
April 1, 2026 – April 30, 2026 May 15, 2026
May 1, 2026 – May 31, 2026 June 15, 2026
June 1, 2026 – June 30, 2026 July 15, 2026
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0 EXHIBIT C
INSURANCE REQUIREMENTS
Service Agreement between City of Fresno (City)
and Poverello House (Service Provider)
Village of Hope
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operations. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for “bodily injury,” “property damage” and “personal and advertising injury” with coverage for premises and operations (including the use of owned and non-owned equipment), products and completed operations, and contractual liability (including, without limitation, indemnity obliga tions under the Agreement) with limits of liability not less than those set forth under “Minimum Limits of Insurance.”
2. The most current version of Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance or use of automobiles in the course of your business operations. The Automobile Policy shall be written on an occurrence form and shall provide coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1- Any Auto).
3. Workers’ Compensation insurance as re quired by the State of California and Employer’s Liability Insurance.
4. Professional Liability (Errors and Omissions) insurance appropriate to Service Provider’s profession.
MINIMUM LIMITS OF INSURANCE
The Service Provider, or any party the Service Provider subcontracts with, shall maintain limits of liability of not less than those set forth below. However, insurance limits available to the City, its officers, officials, employees, agents, and volunteers as additional insureds, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured:
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage; (ii) $1,000,000 per occurrence for personal and advertising injury; (iii) $2,000,000 aggregate for products and completed operations; and, (iv) $2,000,000 general aggregate applying separately to the work performed under the Agreement.
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.
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1 3. WORKERS’ COMPENSATION INSURANCE as required by the State of California with statutory limits.
4. EMPLOYER’S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
UMBRELLA OR EXCESS INSURANCE
In the event the Service Provider purchases an Umbrella or Excess insurance policy(ies) to meet the “Minimum Limits of Insurance,” this insurance policy(ies) shall “follow form” and afford no less coverage than the prima ry insurance policy(ies). In addition, such Umbrella or Excess insurance policy(ies) shall also apply on a primary and non- contributory basis for the benefit of the City, its officers, officials, employees, agents, and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
The Service Provider shall be responsible for payment of any deductibles contained in any insurance policy(ies) required herein and the Service Provider shall also be responsible for payment of any self-insured retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The General Liability and Automobile Liability insurance policies are to contain, or be endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds. Service Provider shall es tablish additional insured status for the City under the General Liability policy for all ongoing and completed operations by use of endorsements providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85 or CG 20 10 04 13.
2. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents, and volunteers. Any available insurance proceeds in excess of the specified minimum limits and coverage shall be available to the Additional Insured.
3. Service Provider ’s insurance coverage shall be primary insurance with respect to the City, its officers, officials, employees, ag ents, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, agents, and volunteers shall be excess of the Service Provider ’s insurance and shall not contribute with it. The Service Provider shall establish primary and non-contributory status on the General Liability policy by use of ISO Form CG 20 01 04 13, or by an executed endorsement that provides primary and non-contributory status as broad as that contained in ISO Form CG 20 01 04 13.
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2 4. All policies of insurance shall contain, or be endorsed to contain, the following provision: the Service Provider and its insurer shall waive any right of subrogation against the City, its officers, officials, employees, agents, and volunteers.
5. All policies of insurance required her ein shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, reduced in coverage or in limits except after 30 calendar days written notice by certified mail, return receipt requested, has been given to the City. The Service Provider is also responsible for providing written notice to the City under the same terms and conditions. Upon issuance by the insurer, broker, or agent, of a notice of cancellation, non-renewa l, or reduction in coverage or in limits, the Service Provider shall furnish the City with a new certificate and applicable endorsements for such policy(ies). In the event any polic y is due to expire during the work to be performed for the City, the Service Provider shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than 15 calendar days prior to the expiration date of the expiring policy.
6. Should any of the required policies provide that the defense costs are paid within the Limits of Liability, thereby reducing the available limits by any defense costs, then the requirement for the Limits of Liability of these policies will be twice the above stated limits.
7. The fact that insurance is obtained by the Service Provider shall not be deemed to release or diminish the liability of the Service Provider, including, without limitation, liability under the indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Service Provider.
Approval or purchase of any insurance contract s or policies shall in no way relieve from liability nor limit the liability of the Service Provider, its principals, officers, agents, employees, persons under the supervision of the Service Provider, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.
CLAIMS-MADE POLICIES
If the Professional Liability (Errors and Omissions) insurance policy is written on a claims- made form:
1. The retroactive date must be shown and must be before the effective date of the Agreement or the commencement of work by the Service Provider.
2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the Agreement work or termination of the Agreement, whichever occurs first, or, in the al ternative, the policy shall be endorsed to provide not less than a five-year discovery period.
3. If coverage is canceled or non-rene wed and not replaced with another claims- made policy form with a retroactive date prio r to the effective date of the Agreement or the commencement of work by the Service Provider, the Service Provider must purchase “extended reporting” coverage for a minimum of fiv e (5) years completion of the Agreement work or termination of the Agreement, whichever occurs first.
4. A copy of the claims reporting requirem ents must be submitted to the City for review.
All-B GSP Agt Not to Exceed (05-2024)
3 5. These requirements shall survive expiration or termination of the Agreement.
VERIFICATION OF COVERAGE
the Service Provider shall furnish City with all certificate(s) and applicable endorsements effecting coverage required hereunder. All certificates and applicable endorsements are to be received and approved by the City’s Risk Manager or designee prior to City’s execution of the Agreement and before work commences. All non-ISO endorsements amending policy coverage shall be executed by a licensed and authorized agent or broker. Upon request of City, the Service Prov ider shall immediately furnish City with a complete copy of any insurance policy requ ired under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall su rvive expiration or termination of this Agreement.
SUBCONTRACTORS
If the Service Provider subcontracts any or all of the services to be performed under this Agreement, the Service Provider shall require, at the discretion of the City Risk Manager or designee, subcontractor(s) to enter into a separate side agreement with the City to provide required indemnification and insurance protection. Any required side agreement(s) and associated insurance documents for the subcontractor must be reviewed and preapproved by City Risk Manag er or designee. If no side agreement is required, the Service Provider shall requir e and verify that subcontractors maintain insurance meeting all the requirements stated herein and the Service Provider shall ensure that City, its officers, officials, em ployees, agents, and volunteers are additional insureds. The subcontractors' certificates and endorsements shall be on file with the Service Provider, and City, prior to commencement of any work by the subcontractor.
All-B GSP Agt Not to Exceed (05-2024)
4 EXHIBIT D
DISCLOSURE OF CONFLICT OF INTEREST
Village of Hope
YES* NO
1 Are you currently in litigation with the City of Fresno or any of its agents?
2 Do you represent any firm, organization , or person who is in litigation with the City of Fresno?
3 Do you currently represent or perform work for any clients who do business with the City of Fresno?
4 Are you or any of your principals, managers, or professionals, owners or investors in a busine ss which does business with the City of Fresno, or in a bus iness which is in litigation with the City of Fresno?
5 Are you or any of your principals, managers, or professionals, related by blood or marriage to any City of Fresno employee who has any significant role in the subject matter of this service?
6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indirect, in any other contract in connection with this Project?
* If the answer to any question is yes, please explain in full below.
Explanation:
Signature
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