Agenda packet — Modesto City Council, October 8, 2024 (part 5 of 8)

exceed $200,000 and an annual estimated amount of $100,000 thereafter, for a total amount not to exceed $600,000 over five years.

On April 30, 2024, a First Amendment was approved under the City Manager authority to add 1- galllon bottled water, racks and set pricing to ensure the agreements aligned between both vendors. No agreement amount was increased as part of this amendment.

DISCUSSION:

As part of this agreement, the first year included bottled water services for the community of Grayson. Grayson had a nitrate removal system that had reached its end of life which was replaced in summer of 2024. The California State Water Resources Control Board Division of Drinking Water required the City of Modesto, as the provider of potable water to this community, to provide 60 gallons of water per household, per month. To meet the State’s requirements during the replacement process, staff estimated an additional $100,000 in funds would be needed to support the mandate. Subsequently, bottled water was delivered for 8 weeks.

Unfortunately, due to the significantly higher heat temperatures this summer and increased customer demand, the City expended approximately $120,000 in bottled water services.

Coupled with the bottled water needs for the field staff, there was a significant increase compared to the annual estimates due to the heat wave during the summer of 2024. In anticipation of future heat waves for future years, City staff recommends increasing the agreement by an additional $15,000 per year through the term of the agreement.

Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(f) “Where the Purchasing Manager, in his or her discretion, determines that it is appropriate to amend the services or goods provided under an existing agreement to include additional similar goods or services, of limited quantity or scope, in order to increase efficiency and avoid delays or disruptions to City projects or services. This Amendment is essential to ensure we continue to provide these services to field staff based on the increase in quantity needs from our original estimates.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year (FY) 2024-25 to support the requested increase for these services. These services are funded through various City funds based on the field staff utilizing the bottled water services.

Below is a summary of the first five months of services for the two Agreements.

Vendor Spending Amount
DS Services $ 296
ReadyRefresh $ 169,285
Total $ 169,581
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City Council, October 8, 2024
Bottled Water Delivery Services Agreement Amendments

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The revised five-year Agreement totals are outlined below.

Summary Change Year 1 Year 2 Year 3 Year 4 Year 5 Total Original Amount $ 200,000 $ 100,000 $ 100,000 $ 100,000 $ 100,000 $ 600,000 Proposed Increase $ 35,000 $ 15,000 $ 15,000 $ 15,000 $ 15,000 $ 95,000 Revised Amount $ 235,000 $ 115,000 $ 115,000 $ 115,000 $ 115,000 $ 695,000 Below is the breakdown of the funding source for the increase for this proposed First Amendment.

FUND

REVISED

AGREEMENT
AMOUNT
Building Services $683
Compost $820
Construction Engineering $1,576
Surface Transportation Fund - Electrical $2,821
Finance - Stores $33,636
General Fund - Fire $26,462
Forestry $4,387
Green Waste $2,498
Parking Maintenance $892
General Fund - Parks Operations $1,649
General Fund - Mary Grogan $538
General Fund - Police $3,875
Surface Transportation Fund - Streets $5,513
Traffic Operations $703
Wastewater $16,886
Water $132,061
FIRST YEAR AMOUNT NOT TO EXCEED $235,000
ANNUAL TOTAL NOT TO EXCEED $115,000
FIVE (5) YEAR TOTAL NOT TO EXCEED $695,000
COMMITTEE RECOMMENDATION:

This item was presented at the September 23, 2024, Finance Committee, and the Committee approved to move this item forward to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Amendments with Blue Triton Brands DBA ReadyRefresh, Livermore, CA and DS Services of America Inc. DBA Primo Water North America, Manteca, CA, for Bottled Water Delivery Services for Citywide locations increasing the Agreement amount by $35,000 for the first year estimated amount for a new revised first year estimated amount of $235,000; and increasing the Agreement amount by $15,000 for the annual estimated amounts for a revised #18..
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City Council, October 8, 2024
Bottled Water Delivery Services Agreement Amendments

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annual estimated amount of $115,000 and increasing the Agreement amount by $95,000 for the total combined revised total amount of $695,000 for the term of the agreement; and authorizing the City Manager or his designee to execute the Amendments.

Approved by: _____
DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Second Amendment – ReadyRefresh

3. First Amendment – DS Services

4. First Amendment – ReadyRefresh

5. Original Agreement – ReadyRefresh

6. Original Agreement – DS Services
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1 MODESTO CITY COUNCIL
RESOLUTION NO. 2024-

RESOLUTION APPROVING THE AMENDMENTS WITH BLUE TRITON

BRANDS DBA READYREFRESH, LIVERMORE, CA AND DS SERVICES OF AMERICA INC. DBA PRIMO WATER NORTH AMERICA, MANTECA, CA,

FOR BOTTLED WATER DELIVERY SERVICES FOR CITYWIDE
LOCATIONS INCREASING THE AGREEMENT AMOUNT BY $35,000 FOR

THE FIRST YEAR ESTIMATED AMOUNT FOR A NEW REVISED FIRST YEAR ESTIMATED AMOUNT OF $235,000; AND INCREASING THE
AGREEMENT AMOUNT BY $15,000 FOR THE ANNUAL ESTIMATED
AMOUNTS FOR A REVISED ANNUAL ESTIMATED AMOUNT OF $115,000 AND INCREASING THE AGREEMENT AMOUNT BY $95,000 FOR THE
TOTAL COMBINED REVISED TOTAL AMOUNT OF $695,000 FOR THE TERM OF THE AGREEMENT; AND AUTHORIZING THE CITY MANAGER

OR HIS DESIGNEE TO EXECUTE THE AMENDMENTS
WHEREAS, bottled water is utilized by all departments for City projects where clean, cool water is not readily accessible for consumption; and WHEREAS, per the California Division of Occupational Safety and Health, better known as Cal/OSHA, Title 8, Section CCR 3395, employees shall have access to potable drinking water that is required to be fresh, pure, suitably cool, and provided free of charge; and
WHEREAS, by having the 5-gallon water bottles for the offices and 16.9 fl. oz. bottles for field staff, it allows for employees to keep clean, cool water by either utilizing the cooler or adding 16.9 oz bottles to an ice chest with minimal risk of contamination; and
WHEREAS, as part of this agreement, the first year included bottled water services for the community of Grayson; and
WHEREAS, the California State Water Resources Control Board Division of Drinking Water required the City of Modesto, as the provider of potable water to this community, to provide 60 gallons of water per household, per month and to meet the #18..
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2 State’s requirements during the replacement process, staff estimated an additional $100,000 in funds would be needed to support the mandate. Subsequently, bottled water was delivered for 8 weeks; and
WHEREAS, due to the significantly higher heat temperatures this summer and increased customer demand, the City expended approximately $120,000 in bottled water services; and
WHEREAS, coupled with the bottled water needs for the field staff, there was a significant increase compared to the annual estimates due to the heat wave during the summer of 2024 and in anticipation to future heat waves for future years, City staff recommends to increasing the agreement by an additional $15,000 per year through the term of the agreement; and
WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid; and
WHEREAS, exceptions to the formal bidding process are granted in MMC 8-

3.204(f) “Where the Purchasing Manager, in his or her discretion, determines that it is appropriate to amend the services or goods provided under an existing agreement to include additional similar goods or services, of limited quantity or scope, in order to increase efficiency and avoid delays or disruptions to City projects or services; and WHEREAS, this Amendment is essential to ensure we continue to provide these services to field staff based on the increase in quantity needs from our original estimates.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Amendments with Blue Triton Brands DBA ReadyRefresh, #18..
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3 Livermore, CA and DS Services of America Inc. DBA Primo Water North America, Manteca, CA, for Bottled Water Delivery Services for Citywide locations increasing the Agreement amount by $35,000 for the first year estimated amount for a new revised first year estimated amount of $235,000; and increasing the Agreement amount by $15,000 for the annual estimated amounts for a revised annual estimated amount of $115,000 and increasing the Agreement amount by $95,000 for the total combined revised total amount of $695,000 for the term of the agreement.

BE IT FURTHER RESOLVED, that the City Manager, or his designee, is hereby authorized to execute the Amendments, in a form approved by the City Attorney. #18..
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4 The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 8th day of October, 2024, by Councilmember _______, who moved its adoption, which motion being duly seconded by Councilmember _________, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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1 SECOND AMENDMENT TO PURCHASE AGREEMENT

FOR BOTTLED WATER DELIVERY

READYREFRESH
This SECOND AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of __________________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter collectively referred to as CONTRACTOR.

This SECOND AMENDMENT to the PURCHASE AGREEMENT is made with reference to the following recitals:

A. A PURCHASE AGREEMENT NO. 262564, hereinafter referred to as “AGREEMENT” was entered into by and between CITY and CONTRACTOR on the 5th day of March, 2024 to provide the furnishing of Bottled Water delivery services.

B. CITY and CONTRACTOR approved the First Amendment to the Original Agreement on the 30th day of April, 2024 to include 1-gallon bottled water, racks and add pricing C. CITY and CONTRACTOR desire to execute a Second Amendment to the AGREEMENT to increase the “COMPENSATION” to a sum not to exceed $625,500 over five years. All other provisions of the AGREEMENT shall remain in effect.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. The second sentence of Section 1(e) of the PURCHASE AGREEMENT is hereby amended to read as follows:
“The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $625,500.”

2. Except as modified and amended by this SECOND AMENDMENT to the PURCHASE #18..
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2 AGREEMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this SECOND AMENDMENT to the PURCHASE AGREEMENT by its Director of Finance and attested by its City Clerk under authority of Resolution No. 2024-______, adopted by the Council of the City of Modesto on the ____ day of __________________, 2024, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation has caused this SECOND AMENDMENT to the PURCHASE AGREEMENT to be duly executed. #18..
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1 FIRST AMENDMENT TO PURCHASE AGREEMENT

FOR BOTTLED WATER DELIVERY

DS SERVICES
This FIRST AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of __________________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and DS Services of America Inc., DBA Primo Water North America, a Corporation, hereinafter collectively referred to as CONTRACTOR.

This FIRST AMENDMENT to the PURCHASE AGREEMENT is made with reference to the following recitals:

A. A PURCHASE AGREEMENT NO. 262565, hereinafter referred to as “AGREEMENT” was entered into by and between CITY and CONTRACTOR on the 5th day of March, 2024 to provide the furnishing of Bottled Water delivery services.

B. CITY and CONTRACTOR desire to execute a First Amendment to the AGREEMENT to decrease the “COMPENSATION” to a new total sum not to exceed $69,500 over five years. All other provisions of the AGREEMENT shall remain in effect.

NOW, THEREFORE, the parties hereto mutually agree to the following:

2. Except as modified and amended by this FIRST AMENDMENT to the PURCHASE AGREEMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.
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2 IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this FIRST AMENDMENT to the PURCHASE AGREEMENT by its Director of Finance and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the ____ day of __________________, 2024, and and DS Services of America Inc., DBA Primo Water North America, a Corporation has caused this FIRST AMENDMENT to the PURCHASE AGREEMENT to be duly executed. #18..
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AGREEMENT TRANSMITTAL SHEET
Subject of Agreement:

Vendor Name: Division:

Contact Person: Extension:

Attorney Reviewer Name:

The attached agreement is the final agreement approved by Council on and pulled from Unity for routing via DocuSign.

The attached agreement is the final version approved through the under $100,000 Unity Workflow review and pulled from Unity for routing via DocuSign.

FIRST AMENDMENT TO PURCHASE AGREEMENT FOR BOTTLED WATER DELIVERY 75369
X
Alex Mog
Enter Council Date
Juana Lynch
X
READYREFRESH Admin
X
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1 FIRST AMENDMENT TO PURCHASE AGREEMENT

FOR BOTTLED WATER DELIVERY

READYREFRESH
This FIRST AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of __________________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter collectively referred to as CONTRACTOR.

This FIRST AMENDMENT to the PURCHASE AGREEMENT is made with reference to the following recitals:

A. PURCHASE AGREEMENT NO. 262564, hereinafter referred to as “AGREEMENT” was entered into by and between CITY and CONTRACTOR on the 5 th day of
March, 2024 to provide the furnishing of Bottled Water delivery services.

B. CITY and CONTRACTOR desire to execute a First Amendment to the AGREEMENT to include 1-gallon bottled water, racks, and add pricing. All other provisions of the AGREEMENT shall remain in effect.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. Attachment A of the AGREEMENT shall be amended, to read as set forth in Attachment A of this FIRST AMENDMENT to the PURCHASE AGREEMENT.

2. Except as modified and amended by this FIRST AMENDMENT to the PURCHASE AGREEMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this FIRST AMENDMENT to the PURCHASE AGREEMENT by its DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E 30th April
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2 Director of Finance on the _____ day of ______________, 2024, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation has caused this FIRST AMENDMENT to the PURCHASE AGREEMENT to be duly executed.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E 2nd May
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3 ATTACHMENT A – AMENDED
ANNUAL PURCHASE AGREEMENT NO 262564

DESCRIPTION UNIT UNIT PRICE
BOTTLED WATER, 16.9 OZ
CS $5.49/CS
BRAND: PURELIFE
BOTTLED WATER, 1 GALLON, 6 GALLONS/CASE (ORDER
BY THE CASE) GAL $1.75/GAL
BOTTLED WATER METAL RACK, 5 GALLON
(1 BOTTLE WIDE X 3 BOTTLES HIGH) RACK $39.99/EA
CA DEPOSIT FEE (CRV) UNIT PRICE PER CASE CS $1.20/CS
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
BOTTLED WATER, 5 GALLON FILLED
BOTTLE $6.59/BOTTLE
BRAND: PURELIFE
DEPOSIT FEE - 5 GALLON LOT $0
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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BY: ________________________________________ BY: ________________________________________ VENDOR –

NAME/TITLE -DATE
DEANNA CHRISTENSEN –

DIRECTOR OF FINANCE -DATE
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E 5/2/2024
Area Growth Manger
5/2/2024
5/2/2024
City of Modesto
Finance Department
5/2/2024
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1 ANNUAL AGREEMENT #262564 FOR BOTTLED WATER DELIVERY SERVICES BLUETRITON BRANDS, INC. DBA READYREFRESH
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of ____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and BlueTriton Brands. Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for Bottled Water Delivery Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for Bottled Water Delivery Services as described in IFB 2324-11, attached hereto as Exhibit “C” and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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2 accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated amount not to exceed $150,000 over the first year, and an estimated annual amount not to exceed $75,000 thereafter. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $600,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING

DESCRIPTION UNIT UNIT PRICE
BOTTLED WATER, 16.9 OZ CS $5.49/CS
BRAND: PURELIFE
CA DEPOSIT FEE (CRV) UNIT PRICE PER CASE CS $1.20/CS
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
BOTTLED WATER, 5 GALLON FILLED BOTTLE $6.59/BOTTLE BRAND: PURELIFE DEPOSIT FEE - 5 GALLON LOT $0
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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3 MISCELLANEOUS FEES UNIT UNIT PRICE
DISPENSER RENTAL: 5 GALLON CAPACITY TOP LOADING WATER

COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL: Oasis 711

MONTHLY
RENT $4.99/MONTH
DISPENSER RENTAL: 5 GALLON CAPACITY BOTTOM LOADING

WATER COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL: Avalon 788
PURCHASE $299.99/EA
PALLET DEPOSIT: PALLETS TO BE EXCHANGED AS NEEDED EACH $0 (f) CONTRACTOR does not manufacture the equipment provided to the CITY, if any.

CONTRACTOR has not made and does not make any representation or warranty of any kind, express or implied with respect to any products or equipment including without limitation the suitability or fitness for any purpose or merchantability of any of the foregoing. CITY accepts the products and “AS IS.” No defect in or unfitness of the products or equipment, no loss or damage and no other condition whatsoever will relieve or suspend the city’s obligations, which are absolute and unconditional. To the fullest extent permitted by law, contractor will incur no liability whatsoever to CITY arising out of or in connection with the cleaning service or any defect in or condition of the products or equipment or such item’s installation, use, operation, function or removal.
(g) If CITY requests, CONTRACTOR will lease equipment to CITY. CONTRACTOR will install the Equipment at CITY’s address provided by CITY to CONTRACTOR. The equipment and related bottles provided by CONTRACTOR (“Bottles”) are, and will at all times be, CONTRACTOR's sole and exclusive property, and CITY will have no right, title to or interest in such equipment or Bottles. CITY will use the Equipment only with the Bottles and will not reuse or refill the Bottles. If CITY wishes to exchange any Equipment for reasons not related to material defects, CITY agrees to pay CONTRACTOR a $109.99 replacement fee (the “Non-Defect Equipment Replacement Fee”) for each piece of Equipment exchanged.

Additionally, if upon CONTRACTOR's inspection of any Equipment, CONTRACTOR determines that such Equipment is in working condition, then CITY agrees to pay the Non-Defect Equipment Replacement Fee.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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4 CITY agrees and acknowledges that CONTRACTOR may enter CITY's premises at all reasonable times to inspect, repair, clean or remove the equipment and to deliver or pick up the Bottles.

3. CITY REPRESENTATIVE:

CITY Representative is:

Michelle Tapley, Senior Buyer [email protected] Ph. 209-577-6316 The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: March 6, 2024 through March 5, 2025
Year 2: March 6, 2025 through March 5, 2026
Year 3: March 6, 2026 through March 5, 2027
Year 4: March 6, 2027 through March 5, 2028
Year 5: March 6, 2028 through March 5, 2029
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, 90 days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

5. LIABILITY INSURANCE:

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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5 The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit of $2,000,000 applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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6 The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.

For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR Net 30 Days via manual check. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
· This AGREEMENT number: 262564
· CITY department/division name and address
· Billing period
· Service hours worked day and week
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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7 · Unit price, extended price, sales tax and total

8. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance. To the fullest extent allowed by law, CONTRACTOR is not liable for any direct, indirect, incidental, special, punitive, consequential or exemplary damages arising out of or in any way related to this agreement, including, without limitation, damages for loss of profits, goodwill, use, data or other intangible losses (even if the CONTRACTOR has been advised of the possibility of such damages). The aggregate liability of CONTRACTOR for any reason and upon any cause of action (including, without limitation, negligence, strict liability and other actions in contract or tort) in any way related this agreement shall be limited to direct damages actually incurred.

9. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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8 be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. IFB No. 2324-11;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1053 -
9 termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain reasonably unacceptable to CONTRACTOR as of the termination date.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1054 -
10 CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

14. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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11 Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

16. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

18. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: BlueTriton Brands, Inc. DBA ReadyRefresh
900 Long Ridge Road
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1056 -
12 Building 2
Stamford, CT 06902
Attn: General Counsel

CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353

Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES: No minimum or maximum is guaranteed or implied.

21. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

22. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1057 -
13 the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than five (5) business days’ notice, to such of its books, records, accounts, other sources of information as said Department or CITY shall require to ascertain compliance with this AGREEMENT; provided CONTRACTOR shall not be required to permit any access to any of its facilities. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1058 -
14 25. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

26. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

27. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

28. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance; provided that DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1059 -
15 CONTRACTOR may assign this AGREEMENT in connection with the sale or transfer of all or substantially all of CONTRACTOR’s business and operations.

30. WAIVER:

The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

31. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

34. PARTIAL INVALIDITY:

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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16 35. FORCE MAJEURE.

If either party is prevented from complying with any of the terms or provisions of this Agreement by reason of fire, flood, storm, strike, lockout or other labor trouble, riot, war, rebellion, accident or other acts of God, then upon written notice to the other party, the affected provisions and/or requirements of this Agreement shall be suspended during the period of such disability (except that none of the foregoing shall relieve, excuse or suspend CITY’s timely payment obligations). If the disability continues for more than thirty (30) days, the nondisabled party shall have the right to terminate this Agreement, and neither party shall thereafter have any further rights or obligations hereunder, provided that CITY shall pay CONTRACTOR all accrued, but unpaid amounts, as set forth in this Agreement.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the ______ day of _____________________, 2024 and BlueTriton Brands. Inc, DBA ReadyRefresh has caused this Agreement to be duly executed.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1061 -

CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
________________________________
BY: ____________________________
By _____________________________
Name Title
BY: ____________________________
By _____________________________
Name Title
APPROVED AS TO FORM:

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
CHRISTINA ALGER, Director of
Human Resources
Federal ID # ___________
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
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THIS LICENSE SHALL NOT ENTITLE LICENSEE TO OPERATE THIS BUSINESS

WITHOUT COMPLYING WITH ALL REQUIREMENTS OF THE MODESTO MUNICIPAL CODE AND ALL STATE, FEDERAL, LOCAL AND ANY OTHER APPLICABLE LAWS.

IT HAS BEEN ISSUED WITHOUT VERIFICATION THAT THE LICENSEE IS SUBJECT TO OR EXEMPT FROM LICENSING BY THE STATE OF CALIFORNIA.

City of Modesto
P.O Box 3442
Modesto, CA 95353
Business License Certificate

DIRECTOR OF FINANCE
DeAnna Christensen

THIS LICENSE IS EVIDENCE THAT THE FEES REQUIRED UNDER TITLE VI OF

THE MUNICIPAL CODE HAVE BEEN PAID TO THE CITY OF MODESTO FOR THE

CONDUCT AND OPERATION OF THE BUSINESS AT THE PREMISES, AND BY THE PERSON OR FIRM INDICATED BELOW.
* MUST BE DISPLAYED IN PUBLIC VIEW

INFORMATIONAL

NON-TRANSFERABLE - VOID IF ALTERED
Account Number 1265103 Expiration Date 6/30/2024

NESTLE WATERS NORTH AMERICA INC
251 LITTLE FALLS DR
WILMINGTON, DE 19808-1674
Business Type
Business Location
Owner(s)
* NOT AN ENDORSEMENT BY THE CITY

RETAIL DELIVERIES
430 10TH ST

NESTLE WATERS NORTH AMERICA INC
* VOID IF TAX PAYMENTS NOT KEPT CURRENT
MODESTO, CA 95354-3503
Starting January 1, 2021, Assembly Bill 1607 requires the prevention of gender-based discrimination of business establishments. A full notice is available in English or other languages by going to: https://www.dca.ca.gov/publications/ DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #18..
- 1064 -
1 ANNUAL AGREEMENT #262564 FOR BOTTLED WATER DELIVERY SERVICES BLUETRITON BRANDS, INC. DBA READYREFRESH
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of ____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and BlueTriton Brands. Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict #18..
- 1065 -
2 accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated amount not to exceed $150,000 over the first year, and an estimated annual amount not to exceed $75,000 thereafter. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $600,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING

DESCRIPTION UNIT UNIT PRICE
BOTTLED WATER, 16.9 OZ CS $5.49/CS
BRAND: PURELIFE
CA DEPOSIT FEE (CRV) UNIT PRICE PER CASE CS $1.20/CS
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
BOTTLED WATER, 5 GALLON FILLED BOTTLE $6.59/BOTTLE BRAND: PURELIFE DEPOSIT FEE - 5 GALLON LOT $0
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
#18..
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3 MISCELLANEOUS FEES UNIT UNIT PRICE
DISPENSER RENTAL: 5 GALLON CAPACITY TOP LOADING WATER

COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL: Oasis 711

MONTHLY
RENT $4.99/MONTH
DISPENSER RENTAL: 5 GALLON CAPACITY BOTTOM LOADING

Additionally, if upon CONTRACTOR's inspection of any Equipment, CONTRACTOR determines that such Equipment is in working condition, then CITY agrees to pay the Non-Defect Equipment Replacement Fee. #18..
- 1067 -
4 CITY agrees and acknowledges that CONTRACTOR may enter CITY's premises at all reasonable times to inspect, repair, clean or remove the equipment and to deliver or pick up the Bottles.

3. CITY REPRESENTATIVE:

CITY Representative is:

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

5. LIABILITY INSURANCE:
#18..
- 1068 -
5 The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit of $2,000,000 applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation. #18..
- 1069 -
6 The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

7. PAYMENT:

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
· This AGREEMENT number: 262564
· CITY department/division name and address
· Billing period
· Service hours worked day and week
#18..
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7 · Unit price, extended price, sales tax and total

9. VENUE & GOVERNING LAW:

10. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall #18..
- 1071 -
8 be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

12. TERMINATION OF SERVICES:

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such #18..
- 1072 -
9 termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain reasonably unacceptable to CONTRACTOR as of the termination date.
#18..
- 1073 -
10 CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. #18..
- 1074 -
11 Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

18. NOTICES:

CONTRACTOR: BlueTriton Brands, Inc. DBA ReadyRefresh
900 Long Ridge Road
#18..
- 1075 -
12 Building 2
Stamford, CT 06902
Attn: General Counsel

CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353

Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES: No minimum or maximum is guaranteed or implied.

23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that #18..
- 1076 -
13 the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

24. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.
#18..
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14 25. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance; provided that #18..
- 1078 -
15 CONTRACTOR may assign this AGREEMENT in connection with the sale or transfer of all or substantially all of CONTRACTOR’s business and operations.

30. WAIVER:

31. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

34. PARTIAL INVALIDITY:

CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
CHRISTINA ALGER, Director of
Human Resources
Federal ID # ___________
#18..
- 1081 -

AGREEMENT TRANSMITTAL SHEET
Subject of Agreement:

Vendor Name: Division:

Contact Person: Extension:

Attorney Reviewer Name:

The attached agreement is the final agreement approved by Council on and pulled from Unity for routing via DocuSign.

The attached agreement is the final version approved through the under $100,000 Unity Workflow review and pulled from Unity for routing via DocuSign.

PINS Approval Business License
Council Agenda Report 700 Form (for Consultants)
Signed or Unsigned Resolution W-9
Council Meeting Minutes (Only if unsigned
Resolution is provided)
#18..
- 1082 -
1 ANNUAL AGREEMENT #262565 FOR BOTTLED WATER DELIVERY SERVICES DS SERVICES OF AMERICA INC. dba PRIMO WATER NORTH AMERICA This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of _______________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and DS Services of America Inc.

DBA Primo Water North America a Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and #18..
- 1083 -
2 insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated amount not to exceed $50,000 over the first year, and an estimated annual amount not to exceed $25,000 thereafter. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $150,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING

DESCRIPTION UNIT UNIT PRICE
BOTTLED WATER, 16.9 OZ CS $6.29/CS
BRAND: PURELIFE
CA DEPOSIT FEE (CRV) UNIT PRICE PER CASE CS $1.20/CS
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $13.99/VARIABLE BOTTLED WATER, 5 GALLON FILLED BOTTLE $7.29/BOTTLE BRAND: PURELIFE DEPOSIT FEE - 5 GALLON LOT $6.00
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $13.99/VARIABLE #18..
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3 MISCELLANEOUS FEES UNIT UNIT PRICE
DISPENSER RENTAL: 5 GALLON CAPACITY TOP LOADING WATER

COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL:

MONTHLY
RENT $3.99/MONTH
DISPENSER RENTAL: 5 GALLON CAPACITY BOTTOM LOADING

WATER COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL:

MONTHLY
RENT $3.99/MONTH
PALLET DEPOSIT: PALLETS TO BE EXCHANGED AS NEEDED EACH $25/EACH

3. CITY REPRESENTATIVE:

CITY Representative is:

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in #18..
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4 any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, 90 days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

5. LIABILITY INSURANCE:

The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit of $2,000,000 applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall #18..
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5 not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR Net 45 Days via manual check. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
· This AGREEMENT number: 262565
#18..
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6 · CITY department/division name and address
· Billing period
· Service hours worked day and week
· Unit price, extended price, sales tax and total

9. VENUE & GOVERNING LAW:

10. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:
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7 The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

12. TERMINATION OF SERVICES:

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and #18..
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8 interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
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9 a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed. #18..
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10 15. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

18. NOTICES:

CONTRACTOR: DS Services of America, Inc
1024 Mellon Ave.

Manteca, CA 95337
[email protected]
770-984-6948

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11 CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353

Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES: No minimum or maximum is guaranteed or implied.

23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated #18..
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12 thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

25. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those #18..
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13 documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

30. WAIVER:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

34. PARTIAL INVALIDITY:

If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
#18..
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15 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the ______ day of _____________________, 2024 and DS Services of America Inc. DBA Primo Water North America has caused this Agreement to be duly executed.
#18..
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
FORREST EBBS, Acting City Manager
ATTEST:
(Seal)
BY: ____________________________

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
CHRISTINA ALGER, Director of
Human Resources
Federal ID # ___________
#18..
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

October 8, 2024
Date: August 27, 2024
TO: Mayor and City Council

THROUGH: Joseph P. Lopez, City Manager
FROM: Dameon Booker, Chief Information Officer
SUBJECT: Modesto Police Department Network Communication Equipment Replacement CONTACT: Dameon Booker, Chief Information Officer
[email protected], 209-571-5229
DESCRIPTION:

Consider approving an Agreement with Telcion, Inc. for the Purchase of Cisco Network Communication Equipment and Services for an amount not to exceed $178,806. (Funding Source: Information Technology Fund)
STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2020-2025 Strategic Plan Area: Governance and Service Delivery: “build community trust in City government through responsive, transparent and efficient service delivery”; Goal J: “build a high-performance organization”.

BACKGROUND:

The City of Modesto has standardized its network communication equipment on the Cisco platform for their high-quality products, reliability and efficiency of administration. There are fifteen Cisco network communication devices at Modesto Police Department (MPD) which are end of life, no longer supported and require replacement. The network communication devices provide critical communication for MPD staff to access public safety systems, email, Internet, voice and video. Replacement of the network devices reduces the risk of component failure, unplanned outages and improves cybersecurity defenses by keeping device updates current.

DISCUSSION:

On September 03, 2023, the City Manager authorized the Purchasing Manager to solicit the procurement of Cisco Network Communications equipment parts and services. On November 30, 2021, the County of Merced issued RFP No. 7370 for Fast Open Contracts Utilization Services (FOCUS), which was advertised on the Merced County website1. On January 15, 2021, proposals were opened at 2222 M. Street Room 1, Merced, CA. Four (4) proposals were received and based 1 www.co.merced.ca.us/Purchasing-Bids
#19..
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City Council, October 8, 2024
Modesto Police Department Network Communications Equipment Replacement

Page 2 of 3 ends

on the criteria outlined in the RFP, two (2) contracts were awarded for this commodity which includes the Fast Open Contracts Utilization Services (FOCUS). Based on the responsive and responsible proposer offering the overall responsiveness, understanding of the desired “Scope of Work”, technical capability, expertise and experience, performance capability, reputation, reliability and service history, capability of the bidder to complete the “Scope of Work” within time frames, acceptance of terms and conditions of the RFP, and price , City staff recommends to award to Telcion Inc., Turlock, CA for the purchase of Cisco Network Communication parts and equipment for an amount not to exceed $178,806.

The City of Modesto has the opportunity to purchase Cisco network communication equipment and services through Telcion Inc. by way of the Merced Fast Open Contracts Utilization (FOCUS) Agreement. The Merced FOCUS Agreement is a nationwide cooperative program that allows cities, counties, schools, special districts and other public entities to acquire technology products and services efficiently and at competitive rates.

Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-

3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” In addition, MMC 8-3.202(h) encourages the Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served. By utilizing the Merced County bidding process, the City is complying with the requirements defined under this code for the purchase of Cisco Network Communication parts and equipment.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year 2024-25 to cover the cost for this agreement.

MPD Equipment Replacement Project $170,291
Project Contingency (5%) $8,515
Total Project $178,806
COMMITTEE RECOMMENDATION:

This item was previously heard by the Finance Committee on August 26, 2024, who approved and recommended that this item be forwarded to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement with Telcion, Inc. for the Purchase of Cisco Network Communication Equipment and Services for an amount not to exceed $178,806, and authorizing the City Manager, or his designee, to execute the Agreement.

Approved by:

Dameon Booker, Chief Information Officer
#19..
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City Council, October 8, 2024
Modesto Police Department Network Communications Equipment Replacement

Page 3 of 3 ends

Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Telcion Cisco Communication Equipment SOW/Quote

3. Merced County Board Approval Agreement
#19..
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MODESTO CITY COUNCIL
RESOLUTION NO. 2024-XX
RESOLUTION APPROVING AN AGREEMENT WITH TELCION, INC. FOR

THE PURCHASE OF CISCO NETWORK COMMUNICATION EQUIPMENT
AND SERVICES FOR AN AMOUNT NOT TO EXCEED $178,806, AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE

THE AGREEMENT
WHEREAS, the City of Modesto has standardized its network communication equipment on the Cisco platform for their high-quality products, reliability and efficiency of administration, and
WHEREAS, there are fifteen Cisco network communication devices at Modesto Police Department (MPD) which are end of life, no longer supported and require replacement, and
WHEREAS, the network communication devices provide critical communication for MPD staff to access public safety systems, email, Internet, voice and video, and WHEREAS, replacement of the network devices reduces the risk of component failure, unplanned outages and improves cybersecurity defenses by keeping device updates current, and
WHEREAS, the City of Modesto has the opportunity to purchase Cisco network communication equipment and services through Telcion Inc. by way of the Merced Fast Open Contracts Utilization (FOCUS) Agreement, and
WHEREAS, the Merced FOCUS Agreement is a nationwide cooperative program that allows cities, counties, schools, special districts and other public entities to acquire technology products and services efficiently and at competitive rates, and #19..
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WHEREAS, Modesto Municipal Code (MMC) Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment or contractual services to be formally bid, and
WHEREAS, exceptions to the formal bidding process are granted in MMC 8-

3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality”, and WHEREAS, MMC 8-3.202(h) encourages the Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served, and WHEREAS, by utilizing the Merced County bidding process, the City is complying with the requirements defined under this code for the purchase of Cisco Network Communication parts and equipment, and
WHEREAS, the purchase of this agreement conforms to the Modesto Municipal Code, and
WHEREAS, sufficient funds are budgeted in Fiscal Year 2024-25 to cover the cost for this agreement, and
WHEREAS, the MPD Equipment Replacement Project will cost $170,291, and WHEREAS the project contingency of 5% will $8,515, and
WHEREAS the total project will not exceed $178,806.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an agreement with Telcion, Inc. for the Purchase of Cisco Network Communication Equipment and Services for an amount not to exceed $178,806. #19..
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BE IT FURTHER RESOLVED, that the City Manager or his designee is hereby authorized to execute the agreement.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 8th day of October 2024, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST: ____________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
#19..
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Prepared for City of Modesto
2024-4 Modesto - MPD Switches
Quote#TCG010559 v3

PREPARED FOR PREPARED BY
Joe Lopez
[email protected]
Darren Rodrigues
[email protected]
209 656 5740
140 W. Main Street Turlock, CA 95380
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www.telcion.com - (209) 632-5700
Products
LINE # DESCRIPTION QTY UNIT PRICE EXT. PRICE
3 years SmartNet and DNA
Using pricing from Merced FOCUS Contract - piggybackable 1 C9300-48P-E Catalyst 9300 48-port PoE+, Network Essentials 15 $5,972.60 $89,589.00 2 CON-L1NBDC93004PE
CX LEVEL 1 8X5XNBD Catalyst 9300 48-port PoE+,
Network Essen
15 $2,372.29 $35,584.35
3 C9300-DNA-E-48
-3Y
C9300 DNA Essentials, 48-port - 3 Year Term License 15 $728.66 $10,929.90 4 CON-L1SWTC93E48
CX LEVEL 1 SW SUB C9300 DNA Essentials 15 $108.90 $1,633.50 5 C9300-NM-8X= Catalyst 9300 8 x 10GE Network Module, spare 9 $1,626.65 $14,639.85 6 STACK-T1-
50CM=
50CM Type 1 Stacking Cable 10 $68.32 $683.20
7 STACK-T1-1M= 1M Type 1 Stacking Cable 4 $165.24 $660.96 Subtotal: $153,720.76
Services
LINE # DESCRIPTION QTY UNIT PRICE EXT. PRICE
1 TCG-ProServ002
Telcion Professional Services - Fixed Rate
Telcion Professional Services - Fixed Rate
1 $7,200.00 $7,200.00
Subtotal: $7,200.00
Quote #TCG010559 v3 Page: 2 of 3
#19..
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www.telcion.com - (209) 632-5700
2024-4 Modesto - MPD Switches
Prepared by: Prepared for: Ship To: Quote Information:

Telcion
Darren Rodrigues
209 656 5740
[email protected]
City of Modesto
1010 10th Street Suite 5500
Modesto, CA 95354
Joe Lopez
[email protected]
City of Modesto
1010 10th Street Suite 5500
Modesto, CA 95354
Joe Lopez
[email protected]
TCG010559
Version: 3
Quoted Date: 05/30/2024
Expiration Date: 06/28/2024
Quote Summary

DESCRIPTION AMOUNT
Products $153,720.76
Services $7,200.00
Subtotal: $160,920.76
Estimated Tax: $9,369.60
Total: $170,290.36
The pricing on this proposal is valid for 30 days. All prices exclude freight and sales tax.

Payment Terms:

PO: Net 30
Lease: All leasing terms subject to final approval by Cisco Capital. All leases require progress payments.

Telcion City of Modesto
Signature:

Name: Darren Rodrigues
Title: Business Technology Consultant
Date: 05/30/2024
Signature:

Name: Joe Lopez
Date:

Quote #TCG010559 v3 Page: 3 of 3
#19..
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Telcion Communications Group
117 S. Broadway | Turlock, CA 95380
209.632.5700 | www.telcion.com
City of Modesto 1

SOLUTION DESCRIPTION
The City of Modesto operates older Cisco Catalyst 3850 switches at the Police Department. The switches will be out of support in 2025, so replacements are necessary. Telcion recommends new Cisco Catalyst 9300 switches as replacements. Telcion will provide the engineering services to replace the current Cisco Catalyst 3850 switches, install the switches at the Police Department, migrate all configurations, and register them in the Cisco Catalyst (DNA) Center for management.

SCOPE OF SERVICES
Telcion Responsibilities
• Telcion will review the existing configurations of the Cisco Catalyst 3850 switches. • Telcion will configure the new Cisco Catalyst 9300 switches, including IP addresses, authentication settings, VLAN’s, and IP routing.
• Telcion will install the new Cisco Catalyst 9300 switches at the Police Department and register the switches with the Cisco Catalyst (DNA) Center.
• Telcion will confirm that wired network services continue to operate normally for the City of Modesto Police Department after the upgrade.

Customer Responsibilities
• The City of Modesto will provide administrative credentials for the existing Cisco Catalyst 3850 switches and Cisco Catalyst (DNA) Center.
• The City of Modesto will provide access to the sites to Telcion engineers for the replacement of the Cisco Catalyst switches.
• The City of Modesto will provide remote access to the Telcion engineers for staging and postinstallation support.

PROJECT MANAGEMENT
The Telcion project management office will oversee the completion of the project to ensure success.

HARDWARE
Device Name Location
New
Platform Qty
MPD-C3850-EVIDENCE.mpd.prv Evidence Building - F St C9300-48P-E 1 MPD-C3850STK-ADM-1ST.mpd.prv Admin Building 1st Floor IDF C9300-48P-E 4 MPD-C3850STK-ADM-2ND.mpd.prv Admin Building 2nd Floor IDF C9300-48P-E 4 #19..
- 1108 -
Telcion Communications Group
117 S. Broadway | Turlock, CA 95380
209.632.5700 | www.telcion.com
City of Modesto 2
MPD-C3850STK-OPS-1ST.mpd.prv Ops Building 1st Floor IDF C9300-48P-E 3 MPD-C3850STK-OPS-2ND.mpd.prv Ops Building 2nd Floor IDF C9300-48P-E 3

OUT OF SCOPE SERVICES
Telcion is responsible to perform only the Services described in this Statement of Work Agreement. Any additional services discussed or implied that are not defined explicitly by this SOW will be considered out of Scope. All services requested outside of this SOW as detailed above may require a "Change Order" before any services are performed. "Change Order" must be agreed upon by all parties and signed.

Examples:
• Delays caused by the customer or third party.
• Canceled cutover dates within 72 hours.
• Change of project milestones due to customer requests after project planning. • New feature additions after the start of the project. • Abnormal network configuration issues affecting core services such as DHCP, DNS, NTP, and certificate authorities which prevent project completion.

KEY ASSUMPTIONS
The key assumptions for this project are:
• All non-production impacting work will be performed during normal business hours, Monday through Friday, 8:00 a.m. to 5:00 p.m., excluding holidays. • All production-impacting work will be scheduled with the customer for maintenance windows, excluding holidays.
• All tasks will be performed over a consecutive timeframe unless otherwise agreed to by all parties. This assumption includes all tasks performed by the customer or third parties. • Additional charges apply if the engineer has to return to the site for any reason outside the engineer's control.
• The customer will be responsive to requests for information in a timely manner. • All major deployment decisions will be documented.
• After project completion, Telcion support will handle ongoing support requests for customers with a Telcion support agreement.
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#19..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 8, 2024
Date: September 18, 2024
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: Amendment of Partner Agency for California Violence Intervention and Prevention (CalVIP) Grant
CONTACT: Chris Adams, Captain, [email protected], 209-572-9500 DESCRIPTION:

Consider approving the Amendment of a partner agency related to the Board of State and Community Corrections California Violence Intervention and Prevention Grant. (Funding Source: Police Grants)
STRATEGIC PLAN ELEMENT:

This item is related to the adopted City Council 2020-2025 Strategic Plan focus area of Governance and Service Delivery under Goal H: Achieve Financial Sustainability.

BACKGROUND:

On July 12, 2022, by Resolution No. 2022-305, Council accepted $2,215,217 in grant funds from the Board of State and Community Corrections (BSCC) California Violence Intervention and Prevention (CalVIP) Grant Program with a 100% match requirement, totaling $4,430,434.

Of this, $514,592 is from the City of Modesto and $1,700,625 is from external subcontracts. The performance period of the grant is July 1, 2022, through June 30, 2025, with an additional six (6) months (July 1, 2025, through December 31, 2025) included in the term of the contract for the purposes of finalizing and submitting a required local evaluation report and financial audit.

The grant requires a 100% match of grant funds requested and at least a 50% pass through to at least one (1) non-governmental, community-based organizations and/or public agency that are not law enforcement whose primary mission is violence prevention or community safety.

The purpose of the CalVIP Grant Program is to provide violence intervention services to a small segment of the population identified as having the highest risk of perpetrating or being victimized by violence in the near future. In conjunction with the partner agencies, the Modesto Police Department has been working to support, expand, and replicate evidence-based violence reduction initiatives. The partner agencies dubbed this grant Project SUCCESS (Serving and Understanding our Community with Compassion and Education for Safer Streets). #20..
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City Council, October 8, 2024
Amendment of Partner Agency for California Violence Intervention and Prevention (CalVIP) Grant

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The Modesto Police Department partnered with the Parks, Recreation and Neighborhoods Department as well as Modesto City Schools, the Boys and Girls Club of Stanislaus County, Legacy Alliance Outreach and El Concilio California for this grant.

DISCUSSION:

Shortly after the grant was accepted, El Concilio experienced significant staff changes, which led to their inability to fulfill the programming they had agreed to provide. To date, no funds have been utilized by El Concilio. The Modesto Police Department engaged in conversations with BSCC to address this issue. BSCC indicated that we could seek another community-based organization (CBO) to replace El Concilio, provided the replacement could meet the goals of the grant and focus on the same areas originally proposed by El Concilio.

Based many successful partnership projects with Project Blue such as The Healthy Room Project and the 10K With a Cop program for the last several years, the Modesto Police Department has seen first-hand the impact these programs have on the mental health and overall wellbeing of Modesto-area youth. To-date, Project Blue has reached 5,000 Modestoarea youth, 1,000 of which reside in the CalVIP grant target area. Most of these children have been reached through the 10K With a Cop program and 120 of those were directly impacted in their home through The Healthy Room Project, 8 of which took place in the CalVIP grant target area. Given the already present commitment level and known results, the Modesto Police Department spoke with BSCC about these programs as a potential replacement for the El Concilio work related to youth mental health and received resounding support. After reviewing the goals and requirements of the CalVIP grant, a proposal was submitted by Project Blue – The Healthy Room Project and 10K With a Cop and deemed a suitable replacement by both the department and BSCC. Project Blue has been delivering critical services to at-risk youth in Modesto for over five (5) years, and their focus on youth mental health and community engagement aligns with the objectives of the CalVIP grant.

Project Blue’s initiatives, including The Healthy Room Project and 10K With a Cop, focus on creating safe, supportive environments for children and fostering physical fitness and resilience in partnership with local law enforcement. These programs have positively impacted over 5,000 children in the last five (5) years, making them an ideal fit for the CalVIP program. Their mission directly impacts the mental health of young people, aligning with the proposal previously set forth by El Concilio.

FISCAL IMPACT:

The authorizing statute for the CalVIP Grant Program requires that all grantees contribute a 100 percent (100%) match to all grant funds awarded. This match can be cash, in-kind, or a combination of both. Grantees are required to maintain documentation to support all match dollars that are claimed. These are no cash match dollars with this grant – all match dollars are in-kind in nature. In-kind matches are a non-cash outlay of materials or resources to support a percentage of the BSCC’s grant award activities. Examples include donated office supplies, equipment, professional services, and volunteer time. Matching funds will come from the City in a total amount of $514,592 and will come by way of existing City staff time and use of facilities.

These expenses exist in the respective department operating budgets. Matching funding from our partner agencies will total $1,700,625.
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City Council, October 8, 2024
Amendment of Partner Agency for California Violence Intervention and Prevention (CalVIP) Grant

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There will be no additional fiscal impact with this action. The proposal request and required matching funds remains within the approved budget for the CalVIP program. The funds originally designated for El Concilio will be reallocated to Project Blue – The Healthy Room Project and 10K With a Cop.

COMMITTEE RECOMMENDATION:

Due to time constraints this item was not presented to a committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Amendment of a partner agency related to the Board of State and Community Corrections California Violence Intervention and Prevention Grant and authorizing the City Manager, or his designee, to execute the necessary documents including a Memorandum of Understanding with Project Blue - The Healthy Room Project and 10k with a Cop.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Memorandum of Understanding with Project Blue

3. BSCC CalVIP Grant Agreement
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10/08/2024/MPD/CAdams/Item X 1 2024-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2024-XX

RESOLUTION APPROVING THE AMENDMENT OF A PARTNER AGENCY

RELATED TO THE BOARD OF STATE AND COMMUNITY CORRECTIONS

CALIFORNIA VIOLENCE INTERVENTION AND PREVENTION GRANT AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE

THE NECESSARY DOCUMENTS INCLUDEING A MEMORANDUM OF
UNDERSTANDING WITH PROJECT BLUE – THE HEALTHY ROOM
PROJECT AND 10K WITH A COP
WHEREAS, on July 12, 2022, by Resolution No. 2022-305, Council accepted $2,215,217 in grant funds from the Board of State and Community Corrections (BSCC) California Violence Intervention and Prevention (CalVIP) grant program with a 100% match requirement, totaling $4,430,434; and
WHERAS, of this $514,592 is from the City of Modesto and $1,700,625 is from external subcontracts; and
WHEREAS, this grant requires a 100% match of grant funds requested and also requires at least a 50% pass through to at least one (1) non-governmental, communitybased organization and/or public agency that are not law enforcement whose primary mission is violence prevention or community safety, and WHEREAS, the Modesto Police Department partnered with the Parks, Recreation and Neighborhoods Department as well as Modesto City Schools, the Boys and Girls Club of Stanislaus County, Legacy Alliance Outreach and El Concilio California for this grant; and
WHEREAS, shortly after the grant was accepted, El Concilio experienced significant staff changes, which led to their inability to fulfill the programming they had proposed; and
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10/08/2024/MPD/CAdams/Item X 2 2024-XX
WHEREAS, the Modesto Police Department engaged in conversations with the BSCC to address this issue and they recommended seeking another community based organization to replace El Concilio provided the replacement could meet the goals of the grant and focus on the same areas originally proposed by El Concilio; and WHEREAS, a proposal was submitted by Project Blue – The Healthy Room Project and 10K With a Cop and deemed a suitable replacement by both the department and BSCC.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto approves the amendment of a partner agency related to the Board of State and Community Corrections California Violence Intervention and Prevention Grant.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is authorized to execute the necessary documents including a Memorandum of Understanding with Project Blue – The Healthy Room Project and 10K With a Cop. #20..
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10/08/2024/MPD/CAdams/Item X 3 2024-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 8th day of October, 2024, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _______________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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EXHIBIT A: SCOPE OF WORK

1. GRANT AGREEMENT - CALIFORNIA VIOLENCE AND INTERVENTION (CalVIP) GRANT This Grant Agreement is between the CITY OF MODESTO (hereafter referred to as CITY) and Project Blue – The Healthy Room Project/10k With a Cop (hereafter referred to as the Subgrantee).

2. PROJECT SUMMARY AND ADMINISTRATION
A. The Fiscal Year 2022-23 City of Modesto Budget includes funding in the amount of $2,215,217 for the Board of State and Community Corrections (BSCC) California Violence Intervention and Prevention (CalVIP) Grant Program. California cities that are disproportionately impacted by violence and the community-based organizations that serve the residents of those cities are eligible to apply for CalVIP grant funding.

The purpose of the CalVIP Grant is to improve public health and safety by supporting effective violence reduction initiatives in communities that are disproportionately impacted by violence, particularly group-member involved homicides, shootings, and aggravated assaults (Penal Code Sec. 14131(b)).

B. Subgrantee agrees to administer the project in accordance with Attachment 1: CalVIP Request for Proposals (incorporated by reference) and Attachment 1: Project Blue – The Healthy Room Project/10k With a Cop CalVIP Grant Scope of Work, which are attached hereto and made part of this agreement.

3. PROJECT OFFICIALS
A. The City of Modesto City Manager or designee shall be the CITY's representative for administration of the Grant Agreement and shall have authority to make determinations relating to any controversies that may arise under or regarding the interpretation, performance, or payment for work performed under this Grant Agreement.

B. The Subgrantee’s project officials shall be those identified as follows:

Authorized Officer with legal authority to sign:

Name: MARC MAYE
Title: EXECUTIVE DIRECTOR
Address: 20118 EDDINGTON DRIVE, CARSON, CA 90476
Phone: 310-994-7011
Designated Financial Officer authorized to receive warrants:

Name: MARC MAYE
Title: EXECUTIVE DIRECTOR
Address: 20118 EDDINGTON DRIVE, CARSON, CA 90476
Phone: 310-994-7011
Email: [email protected]
Project Director authorized to administer the project:

Name: MARK KIRUNCHYK
Title: PROJECT MANAGER
Address: 20118 EDDINGTON DRIVE, CARSON, CA 90476
Phone: 310-465-3388
Email: [email protected]
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D. By signing this Grant Agreement, the Authorized Officer listed above warrants that he or she has full legal authority to bind the entity for which he or she signs.

4. DATA COLLECTION
A. Subgrantees will be required to comply with all data collection and reporting requirements as described in Attachment 1: CalVIP Request for Proposals and Attachment 2: CalVIP Grant Scope of Work and the Quarterly Progress Report due dates outlined in Exhibit A.

Scope of Work, Items 5(A).

B. Tracking of project activities, data and deliverables and the retention of supporting files shall conform to the Project Records requirements outlined in Exhibit A. Scope of Work, Item 6. Project Records.

C.Subgrantees will be required to cooperate with the CITY designated research company as well as CITY Analysts to collect data and statistics, attendance, etc. for program activities.

Once selected, the designated research company will work with Subgrantee to best determine the reporting tools and statistics to be collected.

5. REPORTING REQUIREMENTS
A. Grantee will submit quarterly progress reports in a format prescribed by the CITY. These reports, which will describe progress made on program objectives and include required data, shall be submitted according to the following schedule:

6. PROJECT RECORDS
A. The Subgrantee shall establish an official file for the project. The file shall contain adequate documentation of all actions taken with respect to the project, including copies of this Sub-Grant Agreement, financial records and required reports.

B. The Subgrantee shall establish separate accounting records and maintain documents and other evidence sufficient to properly reflect the amount, receipt, and disposition of all project funds, including grant funds and any matching funds by the Subgrantee and the total cost of the project. Source documentation includes copies of all awards, applications, Quarterly Progress Report Periods Due no later than:

1. July 1, 2022 to September 30, 2022 October 20, 2022

2. October 1, 2022 to December 31,2022 January 20, 2023

3. January 1, 2023 to March 31,2023 April 20, 2023

4. April 1, 2023 to June 30, 2023 July 20, 2023

5. July 1,2023 to September 30, 2023 October 20, 2023

6. October 1, 2023 to December 31,2023 January 20, 2024

7. January 1, 2024 to March 31, 2024 April 20, 2024

8. April 1, 2024 to June 30, 2024 July 20, 2024

9. July 1, 2024 to September 30, 2024 October 20, 2024

10.October 1, 2024 to December 31, 2024 January 20, 2025

11.January 1, 2025 to March 31, 2025 April 20, 2025

12.April 1, 2025 to June 30, 2025 July 20, 2025
B. Evaluation Documents Due no later than:

1. Local Evaluation Plan December 1, 2023

2. Final Local Evaluation Report November 14,2025
C. Other Due no later than:

Financial Audit Report November 14,2025
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financial records, and narrative reports.

C. Personnel and payroll records shall include the time and attendance reports for all individuals reimbursed under the grant, whether they are employed full-time or part-time.

Time and effort reports are also required for all subcontractors and consultants.

D. The Subgrantee shall maintain documentation of donated goods and/or services, including the basis for valuation.

E. Grantee agrees to protect records adequately from fire or other damage. When records are stored away from the Subgrantee’s principal office, a written index of the location of records stored must be on-hand and ready access must be assured.

F. All Subgrantee records relevant to the project must be preserved a minimum of three (3) years after closeout of the grant project and shall be subject at all reasonable times to inspection, examination, monitoring, copying, excerpting, transcribing, and auditing by the CITY or designees. If any litigation, claim, negotiation, audit, or other action involving the records has been started before the expiration of the three-year period, the records must be retained until the completion of the action and resolution of all issues which arise from it or until the end of the regular three-year period, whichever is later.

7. CONFLICT OF INTEREST
A. Existing law prohibits any grantee, subgrantee, partner or like party who participated on the CalVIP Executive Steering Committee (See Appendix A) from receiving funds from the CalVIP grants awarded under this RFP. Applicants who are awarded grants or subgrant under this RFP are responsible for reviewing the CalVIP ESC membership roster (see Appendix A) and ensuring that no grant dollars are passed through to any entity represented by the members of the CalVIP ESC.

B. In cases of an actual conflict of interest with an ESC member, the CITY may revoke the sub-grant award and legal consequences could exist for the parties involved, including, but not limited to, repayment of the sub-grant award.

8. FINANCIAL AUDIT
Grantees are required to provide the CITY access to files for the required grant financial audit no later than November 14, 2025. The financial audit shall be performed by a Certified Public Accountant or a participating city auditor that is organizationally independent from the participating city’s project financial management functions. #20..
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EXHIBIT B: BUDGET DETAIL AND PAYMENT PROVISIONS

1. INVOICING AND PAYMENTS
A. The Subgrantee shall be paid quarterly in arrears by submitting an invoice to the BSCC that outlines actual expenditures claimed for the invoicing period.

Quarterly Invoicing Periods:

1. July 1,2022 to September 30, 2022

2. October 1, 2022 to December 31,2022

3. January 1, 2023 to March 31,2023

4. April 1, 2023 to June 30, 2023

5. July 1,2023 to September 30, 2023

6. October 1, 2023 to December 31,2023

7. January 1, 2024 to March 31,2024

8. April 1, 2024 to June 30, 2024

9. July 1,2024 to September 30, 2024

10. October 1, 2024 to December 31,2024

11. January 1, 2025 to March 31,2025

12. April 1, 2025 to June 30, 2025
Final Invoicing Periods*:

13. July 1,2025 to September 30, 2025

14. October 1, 2025 to December 31,2025
*Note: Project activity period ends June 30, 2025. The period of July 1, 2025 to December 31, 2025 is for completion of Final Local Evaluation Report and financial audit only.

B. All project expenditures (excluding costs associated with the completion of the Final Local Evaluation Report and the financial audit) and all obligated match contributions must be incurred by the end of the grant project period, June 30, 2025, and included on the invoice due July 20, 2025. Project expenditures incurred after June 30, 2025 will not be reimbursed.

C. The Final Local Evaluation Report is due to the CITY by November 14, 2025.

Expenditures incurred for the completion of the Final Local Evaluation Report during the period of July 1, 2025, to December 31, 2025, must be submitted during the Final Invoicing Period(s), with the final invoice due on January 20, 2026. Supporting fiscal documentation will be required for all expenditures claimed on during the Final Invoicing Periods and must be submitted with the final invoice.

D. The financial audit is due to the CITY by November 14, 2025. Expenditures incurred for the completion of the financial audit during the period of July 1, 2025, to December 31,2025, must be submitted during the Final Invoicing Periods, with the final invoice due on January 20, 2026. Supporting fiscal documentation will be required for all expenditures claimed during the Final Invoicing Periods and must be submitted with the final invoice.

D. Subgrantee shall submit an invoice to the CITY each invoicing period, even if grant funds are not expended or requested during the invoicing period.

E. Upon the CITY’s request, supporting documentation must be submitted for project expenditures. Subgrantees are required to maintain supporting documentation for all Due no later than:

October 20, 2022
January 20, 2023
April 20, 2023
July 20, 2023
October 20, 2023
January 20, 2024
April 20, 2024
July 20, 2024
October 20, 2024
January 20, 2025
April 20, 2025
July 20, 2025
Due no later than:

October 20, 2025
January 20, 2026
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expenditures on the project site for the life of the grant and make it readily available for review during CITY site visits. See Exhibit A. Scope of Work, Item 6. Project Records.

2. GRANT AMOUNT AND LIMITATION
A. In no event shall the CITY be obligated to pay any amount in excess of the sub-grant award. Subgrantee waives any and all claims against the CITY, the BSCC, and the State of California on account of project costs that may exceed the sum of the grant award.

B. Under no circumstance will a budget item change be authorized that would cause the project to exceed the amount of the sub-grant award identified in this Grant Agreement.

3. BUDGET CONTINGENCY CLAUSE
A. This grant agreement is valid through CalVIP funding generated from the State of California General Fund. The Subgrantee agrees that the CITY’s obligation to pay any sum to the Subgrantee under any provision of this agreement is contingent upon the availability of sufficient funding granted through the passage of Assembly Bill 129 (Statutes of 2021, Chapter 21), also known as the California Budget Act of 2021. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Grant Agreement does not appropriate sufficient funds for the program, this Grant Agreement shall be of no further force and effect. In this event, the CITY shall have no liability to pay any funds whatsoever to Subgrantee or to furnish any other considerations under this Agreement and Subgrantee shall not be obligated to perform any provisions of this Grant Agreement.

B. If CalVIP funding is reduced or falls below estimates contained within the CalVIP Request for Proposals, the CITY shall have the option to either cancel this Grant Agreement with no liability occurring to the CITY or offer an amendment to this agreement to the Subgrantee to reflect a reduced amount.

C. If the CITY cancels the agreement pursuant to Paragraph 3(B) or Subgrantee does not agree to an amendment in accordance with the option provided by Paragraph 3(B), it is mutually agreed that the Grant Agreement shall have no further force and effect. In this event, the CITY shall have no liability to pay any funds whatsoever to Subgrantee or to furnish any other considerations under this Agreement and Subgrantee shall not be obligated to perform any provisions of this Grant Agreement except that Subgrantee shall be required to maintain all project records required by Paragraph 6 of Exhibit A for a period of three (3) years following the termination of this agreement.

4. PROJECT COSTS
A. Subgrantee is responsible for ensuring that actual expenditures are for eligible project costs. "Eligible” and "ineligible” project costs are set forth in the July 2020 BSCC Grant Administration Guide, which can be found under Quick Links here:
https://www.bscc.ca.gov/s correctionsplanningandprograms/ The provisions of the BSCC Grant Administration Guide are incorporated by reference into this agreement and Subgrantee shall be responsible for adhering to the requirements set forth therein. To the extent any of the provisions of the BSCC Grant Administration Guide and this agreement conflict, the language in this agreement shall prevail.

B. Subgrantee is responsible for ensuring that invoices submitted to the CITY claim actual expenditures for eligible project costs.

C. Subgrantee shall, upon demand, remit to the CITY any grant funds not expended for eligible project costs or an amount equal to any grant funds expended by the Subgrantee in violation of the terms, provisions, conditions or commitments of this Grant Agreement. #20..
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Violations can result in recoupment of monies provided under this grantor suspension of future program funding through CITY and/or BSCC grants.

5. PROMPT PAYMENT CLAUSE
Payment will be made in accordance with, and within 45 days.

6. WITHHOLDING OF GRANT DISBURSEMENTS
A. The CITY may withhold all or any portion of the grant funds provided by this Grant Agreement in the event the Subgrantee has materially and substantially breached the terms and conditions of this Grant Agreement.

B. At such time as the balance of CalVIP funds allocated to the Subgrantee reaches five percent (5%), the CITY may withhold that amount as security, to be released to the Subgrantee upon compliance with all grant provisions, including:
1) submittal and approval of the final invoice;
2) submittal and approval of the final progress report; and 3) submittal and approval of any additional required reports, including but not limited to the Final Local Evaluation Report and the financial audit.

C. The CITY will not reimburse Subgrantee for costs identified as ineligible for grant funding.

If grant funds have been provided for costs subsequently deemed ineligible, the CITY may either withhold an equal amount from future payments to the Subgrantee or require repayment of an equal amount to the CITY by the Subgrantee.

D. In the event that grant funds are withheld from the Subgrantee, the CITY’s City Manager or designee shall notify the Subgrantee of the reasons for withholding and advise the Subgrantee of the time within which the Subgrantee may remedy the failure or violation leading to the withholding.

7. PROJECT BUDGET
CalVIP Budget Line Item
A.

Grant Funds
B.

In-Kind
C.

Total (A+B)

1. Salaries and Benefits $27,900 $35,676 $$63,576

2. Services & Supplies
$114,630 $124,0470 $238,677

3. TOTALS $142,530 $159,723 $302,253
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EXHIBIT C: GENERAL TERMS AND CONDITIONS

1. APPROVAL: This Agreement is of no force or effect until signed by both parties. Subgrantee may not commence performance until such approval has been obtained.

2. AMENDMENT: No amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by the parties and approved as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties.

3. ASSIGNMENT: This Agreement is not assignable by the Subgrantee, either in whole or in part, without the consent of the CITY in the form of a formal written amendment.

4. AUDIT: Subgrantee agrees that the CITY, BSCC, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Subgrantee agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated.

Subgrantee agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Subgrantee agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code §10115 et seq., CCR Title 2, Section 1896).

5. INDEMNIFICATION: Subgrantee agrees to indemnify, defend and save harmless the CITY, the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Subgrantee in the performance of this Agreement.

6. DISPUTES: Subgrantee shall continue with the responsibilities under this Agreement during any dispute.

7. TERMINATION FOR CAUSE: The CITY may terminate this Agreement and be relieved of any payments should the Subgrantee fail to perform the requirements of this Agreement at the time and in the manner herein provided. In the event of such termination, the CITY may proceed with the work in any manner deemed proper by the CITY. All costs to the CITY shall be deducted from any sum due the Subgrantee under this Agreement and the balance, if any, shall be paid to the Subgrantee upon demand.

8. INDEPENDENT CONTRACTOR: Subgrantee, and the agents and employees of Subgrantee, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the CITY or the State.

9. RECYCLING CERTIFICATION: The Subgrantee shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post-consumer material as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold to the CITY regardless of whether the product meets the requirements of Public Contract Code Section 12209. With respect to printer or duplication cartridges that comply with the requirements of Section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (Pub. Contract Code §12205). #20..
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10. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement, Subgrantee and its subcontractors shall not deny the contract’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Subgrantee shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination.

Subgrantee and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12900 et seq.), the regulations promulgated thereunder (Cal. Code Regs., tit. 2, §11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code §§11135-11139.5), and the regulations or standards adopted by the awarding state agency to implement such article. Subgrantee shall permit access by representatives of the Department of Fair Employment and Housing and the awarding state agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or Agency shall require to ascertain compliance with this clause. Subgrantee and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (See Cal. Code Regs., tit. 2, §11105.) Subgrantee shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.

11. CERTIFICATION CLAUSES: The CONTRACTOR CERTIFICATION CLAUSES contained in the document CCC 04/2017 are hereby incorporated by reference and made a part of this Agreement by this reference as if attached hereto.

12. TIMELINESS: Time is of the essence in this Agreement.

13. COMPENSATION: The consideration to be paid Subgrantee, as provided herein, shall be in compensation for all of Subgrantee’s expenses incurred in the performance hereof, including travel, per diem, and taxes, unless otherwise expressly so provided.

14. GOVERNING LAW: This contract is governed by and shall be interpreted in accordance with the laws of the State of California.

16. CHILD SUPPORT COMPLIANCE ACT: For any Agreement in excess of $100,000, the Subgrantee acknowledges in accordance with Public Contract Code 7110, that:

A. The Subgrantee recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and B. The Subgrantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.

17. UNENFORCEABLE PROVISION: In the event that any provision of this Agreement is #20..
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unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby.

18. PRIORITY HIRING CONSIDERATIONS: If this Contract includes services in excess of $200,000, the Subgrantee shall give priority consideration in filling vacancies in positions funded by the Subgrantee to qualified recipients of aid under Welfare and Institutions Code Section 11200 in accordance with Pub. Contract Code §10353.

19. SMALL BUSINESS PARTICIPATION AND DVBE PARTICIPATION REPORTING REQUIREMENTS:

A. If for this Contract Subgrantee made a commitment to achieve small business participation, then Subgrantee must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) report to the awarding department the actual percentage of small business participation that was achieved. (Govt. Code § 14841.)
B. If for this Contract Subgrantee made a commitment to achieve disabled veteran business enterprise (DVBE) participation, then Subgrantee must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) certify in a report to the awarding department: (1) the total amount the prime Subgrantee received under the Contract; (2) the name and address of the DVBE(s) that participated in the performance of the Contract; (3) the amount each DVBE received from the prime Subgrantee; (4) that all payments under the Contract have been made to the DVBE; and (5) the actual percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation. (Mil. & Vets. Code § 999.5(d); Govt. Code § 14841.)

20. LOSS LEADER: If this contract involves the furnishing of equipment, materials, or supplies then the following statement is incorporated: It is unlawful for any person engaged in business within this state to sell or use any article or product as a "loss leader” as defined in Section 17030 of the Business and Professions Code. (PCC 10344(e).) #20..
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EXHIBIT D: SPECIAL TERMS AND CONDITIONS

1. GRANTEE’S GENERAL RESPONSIBILITY
A. Subgrantee agrees to comply with all terms and conditions of this Grant Agreement.

Review and approval by the CITY are solely for the purpose of proper administration of grant funds and shall not be deemed to relieve or restrict the Subgrantee’s responsibility.

B. Subgrantee is responsible for the performance of all project activities identified in Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2:

CalVIP Grant Scope of Work.

C. Subgrantee shall immediately advise the CITY of any significant problems or changes that arise during the course of the project.

2. GRANTEE ASSURANCES AND COMMITMENTS
A. Compliance with Laws and Regulations
This Grant Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. Subgrantee shall at all times comply with all applicable State laws, rules and regulations, and all applicable local ordinances.

B. Fulfillment of Assurances and Declarations
Subgrantee shall fulfill all assurances, declarations, representations, and statements made by the Subgrantee in Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Grant Scope of Work, documents, amendments, approved modifications, and communications filed in support of its request for grant funds.

C. Permits and Licenses
Subgrantee agrees to procure all permits and licenses necessary to complete the project, pay all charges and fees, and give all notices necessary or incidental to the due and lawful proceeding of the project work.

3. POTENTIAL SUBCONTRACTORS
A. In accordance with the provisions of this Grant Agreement, the Subgrantee may subcontract for services needed to implement and/or support program activities.

Subgrantee agrees that in the event of any inconsistency between this Grant Agreement and Subgrantee’s agreement with a subcontractor, the language of this Grant Agreement will prevail.

B. Nothing contained in this Grant Agreement or otherwise, shall create any contractual relation between the CITY and any subcontractors, and no subcontract shall relieve the Subgrantee of his responsibilities and obligations hereunder. The Subgrantee agrees to be as fully responsible to the CITY for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Subgrantee. The Subgrantee's obligation to pay its subcontractors is an independent obligation from the CITY's obligation to make payments to the Subgrantee. As a result, the CITY shall have no obligation to pay or to enforce the payment of any moneys to any subcontractor.

C. Subgrantee shall ensure that all subcontractors comply with the eligibility requirements stated in the CalVIP RFP and described in Appendix B.

D. Subgrantee assures that for any subcontract awarded by the Subgrantee, such insurance and fidelity bonds, as is customary and appropriate, will be obtained. #20..
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E. Subgrantee agrees to place appropriate language in all subcontracts for work on the project requiring the Subgrantee’s subcontractors to:
1) Books and Records
Maintain adequate fiscal and project books, records, documents, and other evidence pertinent to the Subgrantee’s work on the project in accordance with generally accepted accounting principles. Adequate supporting documentation shall be maintained in such detail so as to permit tracing transactions from the invoices, to the accounting records, to the supporting documentation. These records shall be maintained for a minimum of three (3) years after the acceptance of the final grant project audit under the Grant Agreement and shall be subject to examination and/or audit by the CITY or designee, BSCC or designees, state government auditors or designees, or by federal government auditors or designees. 2) Access to Books and Records
Make such books, records, supporting documentations, and other evidence available to the CITY or designee, BSCC, the State Controller’s Office, the Department of General Services, the Department of Finance, California State Auditor, and their designated representatives during the course of the project and for a minimum of three (3) years after acceptance of the final grant project audit. The Subgrantee shall provide suitable facilities for access, monitoring, inspection, and copying of books and records related to the grant-funded project.

4. PROJECT ACCESS
Subgrantee shall ensure that the CITY, or any authorized representative, will have suitable access to project activities, sites, staff and documents at all reasonable times during the grant period including those maintained by subcontractors. Access to program records will be made available by both the Subgrantee and the subcontractors for a period of three (3) years following the end of the grant period.

5. ACCOUNTING AND AUDIT REQUIREMENTS
A. Subgrantee agrees that accounting procedures for grant funds received pursuant to this Grant Agreement shall be in accordance with generally accepted government accounting principles and practices, and adequate supporting documentation shall be maintained in such detail as to provide an audit trail. Supporting documentation shall permit the tracing of transactions from such documents to relevant accounting records, financial reports and invoices.

B. Subgrantees are required to provide access to the CITY for a financial audit no later than the end of the contract term, December 31, 2025. The financial audit shall be performed by a Certified Public Accountant or a participating city auditor that is organizationally independent from the participating city’s project financial management functions.

C. The CITY reserves the right to call for a program or financial audit at any time between the execution of this Grant Agreement and three years following the end of the grant period. At any time, the CITY may disallow all or part of the cost of the activity or action determined to not be in compliance with the terms and conditions of this Grant Agreement or take other remedies legally available.

6. DEBARMENT, FRAUD, THEFT OR EMBEZZLEMENT
It is the policy of the CITY to protect grant funds from unreasonable risks of fraudulent, criminal, or other improper use. As such, the CITY will not enter into contracts or provide reimbursement to grantees that have been:
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1. debarred by any federal, state, or local government entities during the period of debarment; or

2. convicted of fraud, theft, or embezzlement of federal, state, or local government grant funds for a period of three years following conviction.

By executing this Grant Agreement, Subgrantee certifies that it has not been debarred, disqualified, suspended, or removed from a federal, state or local grant program at the time of application and that the Subgrantee will immediately notify the CITY should such debarment or conviction occur during the term of the Grant contract.

The BSCC requires that the CITY include, as a condition of award to a subgrantee or subcontractor, a requirement that the subgrantee or subcontractor will provide the same assurances to the grant recipient.

All Subgrantees must have on file with the CITY a completed and signed Certification of Compliance with the BSCC Policies on Debarment, Fraud, Theft and Embezzlement (Required as Attachment E of the original Proposal Package).

7. MODIFICATIONS
No change or modification in the project will be permitted without prior written approval from the CITY. Changes may include modification to performance measures, compliance with collection of data elements, and other changes in the budget or program components contained in Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Grant Scope of Work.

8. TERMINATION
A. This Grant Agreement may be terminated by the CITY at any time after grant award and prior to completion of project upon action or inaction by the Subgrantee that constitutes a material and substantial breech of this Grant Agreement. Such action or inaction includes but is not limited to:
1) substantial alteration of the scope of the grant project without prior written approval of the CITY;
2) refusal or inability to complete the grant project in a manner consistent with Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Grant Scope of Work, or approved modifications; 3) failure to provide the required local match share of the total project costs; and 4) failure to meet prescribed assurances, commitments, recording, accounting, auditing, and reporting requirements of the Grant Agreement.

B. Prior to terminating the Grant Agreement under this provision, the CITY shall provide the Subgrantee at least 30 calendar days written notice stating the reasons for termination and effective date thereof. The Subgrantee may appeal the termination decision in accordance with the instructions listed in Exhibit D: Special Terms and Conditions, Number 8. Settlement of Disputes.

9. SETTLEMENT OF DISPUTES
A. The parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute persists, the Subgrantee shall submit to the CITY CalVIP Project Director a written demand for a final decision regarding the disposition of any dispute between the parties arising under, related to, or involving this Grant Agreement. Subgrantee’s written demand shall be fully supported by factual information. The CITY CalVIP Project Director shall have 30 days after receipt of Subgrantee’s written demand invoking this Section #20..
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"Disputes” to render a written decision. If a written decision is not rendered within 30 days after receipt of the Subgrantee’s demand, it shall be deemed a decision adverse to the Subgrantee’s contention. If the Subgrantee is not satisfied with the decision of the CITY CalVIP Project Director, the Subgrantee may appeal the decision, in writing, within 15 days of its issuance (or the expiration of the 30-day period in the event no decision is rendered), to the CITY CalVIP Authorized Official, who shall have 45 days to render a final decision. If the Subgrantee does not appeal the decision of the CITY CalVIP Authorized Official, the decision shall be conclusive and binding regarding the dispute and the Subgrantee shall be barred from commencing an action in court, or with the Victims Compensation Government Claims Board, for failure to exhaust Subgrantee’s administrative remedies.

B. Pending the final resolution of any dispute arising under, related to or involving this Grant Agreement, Subgrantee agrees to diligently proceed with the performance of this Grant Agreement, including the providing of services in accordance with the Grant Agreement.

Subgrantee’s failure to diligently proceed in accordance with the State’s instructions regarding this Grant Agreement shall be considered a material breach of this Grant Agreement.

C. Any final decision of the CITY shall be expressly identified as such, shall be in writing, and shall be signed by the Authorized Official, if an appeal was made. If the Authorized Official fails to render a final decision within 45 days after receipt of the Subgrantee’s appeal for a final decision, it shall be deemed a final decision adverse to the Subgrantee’s contentions. The CITY’s final decision shall be conclusive and binding regarding the dispute unless the Subgrantee commences an action in a court of competent jurisdiction to contest such decision within 90 days following the date of the final decision or one (1) year following the accrual of the cause of action, whichever is later.

D. The dates of decision and appeal in this section may be modified by mutual consent, as applicable, excepting the time to commence an action in a court of competent jurisdiction.

9. UNION ACTIVITIES
For all agreements, except fixed price contracts of $50,000 or less, the Subgrantee acknowledges that applicability of Government Code §§16654 through 16649 to this Grant Agreement and agrees to the following:

A. No funds received under the Grant Agreement will be used to assist, promote or deter union organizing.

B. Subgrantee will not, for any business conducted under the Grant Agreement, use any local or State property to hold meetings with employees or supervisors, if the purpose of such meetings is to assist, promote or deter union organizing, unless the local or State property is equally available to the general public for holding meetings.

C. If Subgrantee incurs costs or makes expenditures to assist, promote or deter union organizing, Subgrantee will maintain records sufficient to show that no reimbursement from local or State funds has been sought for these costs, and that Subgrantee shall provide those records to the Attorney General upon request.

10. WAIVER
The parties hereto may waive any of their rights under this Grant Agreement unless such waiver is contrary to law, provided that any such waiver shall be in writing and signed by the party making such waiver.
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STATE OF CALIFORNIA DEPARTMENT OF GENERAL SERVICES SCO ID: 5227-BSCC81522 STANDARD AGREEMENT AGREEMENT NUMBER PURCHASING AUTHORIITY NUMBER (If Applicable) STD 213 (Rev 03/2019) BSCC 815- 22 BSCC-5227

1. This Agreement is entered into between the Contracting Agency and the Contractor named below:

CONTRACTING AGENCY NAME

BOARD OF STATE AND COMMUNITY CORRECTIONS

CONTRACTOR NAME
City of Modesto - Police Department

2. The term of this Agreement is:

START DATE
JULY 1, 2022

THROUGH END DATE
DECEMBER 31, 2025

3. The maximum amount of this Agreement is:
$2,215,217.00

4. The parties agree to comply with the terms and conditions of the following exhibits, attachments, and appendices which are by this reference made a part of the Agreement.

EXHIBITS TITLE PAGES
Exhibit A Scope of Work 3
Exhibit B Budget Detail and Payment Provisions 3
Exhibit C General Terms and Conditions (04/2017) 4
Exhibit D Special Terms and Conditions 4
Attachment 1* California Violence Intervention & Prevention Grant Request for Proposals * Attachment 2 CalVIP Grant Proposal 28
Appendix A CalVIP Executive Steering Committee 1
Appendix B Criteria for Non-Governmental Organizations Receiving BSCC Program Funds 2 * This item is hereby incorporated by reference and can be viewed at: http://www.bscc.ca.gov/s_cpgpcalvipgrant/ IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO.

CONTRACTOR
CONTRACTOR NAME (if other than an individual, state whether a corporation, partnership, etc.) City of Modesto - Police Department

CONTRACTOR BUSINESS ADDRESS CITY STATE ZIP
PO BOX 642 Modesto CA 95353

PRINTED NAME OF PERSON SIGNING TITLE
Joseph P. Lopez City Manager

CONTRACTOR AUTHORIZED SIGNATURE DATE SIGNED


STATE OF CALIFORNIA

CONTRACTING AGENCY NAME

BOARD OF STATE AND COMMUNITY CORRECTIONS

CONTRACTING AGENCY ADDRESS CITY STATE ZIP
2590 Venture Oaks Way, Suite 200 Sacramento CA 95833

PRINTED NAME OF PERSON SIGNING TITLE
RICARDO GOODRIDGE Deputy Director

CONTRACTING AGENCY AUTHORIZED SIGNATURE DATE SIGNED

CALIFORNIA DEPARTMENT OF GENERAL SERVICES APPROVAL: EXEMPT PER SCM, VOLUME 1, CH. 4.06 DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 7/14/2022
7/14/2022
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BSCC 815-22

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EXHIBIT A: SCOPE OF WORK
Rev 04/2020

1. GRANT AGREEMENT – CALIFORNIA VIOLENCE AND INTERVENTION (CalVIP) GRANT This Grant Agreement is between the State of California, Board of State and Community Corrections (hereafter referred to as BSCC) and City of Modesto-Police Department (hereafter referred to as the Grantee or Contractor).

2. PROJECT SUMMARY AND ADMINISTRATION
A. The Fiscal Year 2021-22 State Budget includes funding in the amount of $209 million for the California Violence Intervention and Prevention (CalVIP) Grant Program, to be administered by the Board of State and Community Corrections (BSCC). California cities that are disproportionately impacted by violence and the community-based organizations that that serve the residents of those cities are eligible to apply for CalVIP grant funding.

B. Grantee agrees to administer the project in accordance with Attachment 1: CalVIP Request for Proposals (incorporated by reference) and Attachment 2: CalVIP Grant Proposal, which are attached hereto and made part of this agreement.

3. PROJECT OFFICIALS
A. The BSCC's Executive Director or designee shall be the BSCC's representative for administration of the Grant Agreement and shall have authority to make determinations relating to any controversies that may arise under or regarding the interpretation, performance, or payment for work performed under this Grant Agreement.

B. The Grantee’s project officials shall be those identified as follows:

Authorized Officer with legal authority to sign:

Name: Joseph P. Lopez
Title: City Manager
Address: 1010 10th Street, Suite 6100 Modesto, CA 95354 Phone: (209) 577-5223
Designated Financial Officer authorized to receive warrants:

Name: DeAnna Christensen
Title: Director of Finance
Address: 1010 10th Street, Suite 5200 Modesto, CA 95354 Phone: (209) 577-6387
Email: [email protected]
Project Director authorized to administer the project:

Name: Brandon Gillespie
Title: Chief of Police
Address: 600 10th Street Modesto, CA 95354
Phone: (209) 572-9501
Email: [email protected]
C. Either party may change its project representatives upon written notice to t other party.

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BSCC 815-22

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EXHIBIT A: SCOPE OF WORK
Rev 04/2020
D. By signing this Grant Agreement, the Authorized Officer listed above warrants that he or she has full legal authority to bind the entity for which he or she signs.

4. DATA COLLECTION
Grantees will be required to comply with all data collection and reporting requirements as described in Attachment 1: CalVIP Request for Proposals and Attachment 2: CalVIP Grant Proposal.

5. REPORTING REQUIREMENTS
A. Grantee will submit quarterly progress reports in a format prescribed by the BSCC. These reports, which will describe progress made on program objectives and include required data, shall be submitted according to the following schedule:

Quarterly Progress Report Periods Due no later than:

1. July 1, 2022 to September 30, 2022 November 15, 2022

2. October 1, 2022 to December 31, 2022 February 15, 2023

3. January 1, 2023 to March 31, 2023 May 15, 2023

4. April 1, 2023 to June 30, 2023 August 15, 2023

5. July 1, 2023 to September 30, 2023 November 15, 2023

6. October 1, 2023 to December 31, 2023 February 15, 2024

7. January 1, 2024 to March 31, 2024 May 15, 2024

8. April 1, 2024 to June 30, 2024 August 15, 2024

9. July 1, 2024 to September 30, 2024 November 15, 2024

10. October 1, 2024 to December 31, 2024 February 15, 2025

11. January 1, 2025 to March 31, 2025 May 15, 2025

12. April 1, 2025 to June 30, 2025 August 15, 2025
B. Evaluation Documents Due no later than:

1. Local Evaluation Plan January 3, 2023

2. Final Local Evaluation Report December 31, 2025
C. Other Due no later than:

Financial Audit Report December 31, 2025

6. PROJECT RECORDS
A. The Grantee shall establish an official file for the project. The file shall contain adequate documentation of all actions taken with respect to the project, including copies of this Grant Agreement, approved program/budget modifications, financial records and required reports.

B. The Grantee shall establish separate accounting records and maintain documents and other evidence sufficient to properly reflect the amount, receipt, and disposition of all project funds, including grant funds and any matching funds by the Grantee and the total cost of the project.

Source documentation includes copies of all awards, applications, approved modifications, financial records, and narrative reports.

C. Personnel and payroll records shall include the time and attendance reports for all individuals reimbursed under the grant, whether they are employed full-time or part-time. Time and effort reports are also required for all subcontractors and consultants.

D. The grantee shall maintain documentation of donated goods and/or services, including the basis for valuation.

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BSCC 815-22

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EXHIBIT A: SCOPE OF WORK
Rev 04/2020
E. Grantee agrees to protect records adequately from fire or other damage. When records are stored away from the Grantee’s principal office, a written index of the location of records stored must be on hand and ready access must be assured.

F. All Grantee records relevant to the project must be preserved a minimum of three (3) years after closeout of the grant project and shall be subject at all reasonable times to inspection, examination, monitoring, copying, excerpting, transcribing, and auditing by the BSCC or designees. If any litigation, claim, negotiation, audit, or other action involving the records has been started before the expiration of the three-year period, the records must be retained until the completion of the action and resolution of all issues which arise from it or until the end of the regular three-year period, whichever is later.

7. CONFLICT OF INTEREST
A. Existing law prohibits any grantee, subgrantee, partner or like party who participated on the CalVIP Executive Steering Committee (See Appendix A) from receiving funds from the CalVIP grants awarded under this RFP. Applicants who are awarded grants under this RFP are responsible for reviewing the CalVIP ESC membership roster (see Appendix A) and ensuring that no grant dollars are passed through to any entity represented by the members of the CalVIP ESC.

B. In cases of an actual conflict of interest with an ESC member, the Board may revoke the grant award and legal consequences could exist for the parties involved, including, but not limited to, repayment of the grant award.

8. FINANCIAL AUDIT
Grantees are required to provide the BSCC with a financial audit no later than the end of the contract term, December 31, 2025. The financial audit shall be performed by a Certified Public Accountant or a participating county or city auditor that is organizationally independent from the participating county’s or city’s project financial management functions. Expenses for this final audit may be reimbursed for actual costs up to $25,000.

DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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BSCC 815-22

Page 1 of 3 ends

EXHIBIT B: BUDGET DETAIL AND PAYMENT PROVISIONS
Rev 04/2020

1. INVOICING AND PAYMENTS
A. The Grantee shall be paid in quarterly in arrears by submitting an invoice (Form 201) to the BSCC that outlines actual expenditures claimed for the invoicing period.

Quarterly Invoicing Periods: Due no later than:

1. July 1, 2022 to September 30, 2022 November 15, 2022

2. October 1, 2022 to December 31, 2022 February 15, 2023

3. January 1, 2023 to March 31, 2023 May 15, 2023

4. April 1, 2023 to June 30, 2023 August 15, 2023

5. July 1, 2023 to September 30, 2023 November 15, 2023

6. October 1, 2023 to December 31, 2023 February 15, 2024

7. January 1, 2024 to March 31, 2024 May 15, 2024

8. April 1, 2024 to June 30, 2024 August 15, 2024

9. July 1, 2024 to September 30, 2024 November 15, 2024

10. October 1, 2024 to December 31, 2024 February 15, 2025

11. January 1, 2025 to March 31, 2025 May 15, 2025

12. April 1, 2025 to June 30, 2025 August 15, 2025
Final Invoicing Periods*: Due no later than:

13. July 1, 2025 to September 30, 2025 November 15, 2025

14. October 1, 2025 to December 31, 2025 February 15, 2026 *Note: Project activity period ends June 30, 2025. The period of July 1, 2025 to December 31, 2025 is for completion of Final Local Evaluation Report and financial audit only.

B. All project expenditures (excluding costs associated with the completion of the Final Local Evaluation Report and the financial audit) and all obligated match contributions must be incurred by the end of the grant project period, June 30, 2025, and included on the invoice due August 15, 2025. Project expenditures incurred after June 30, 2025 will not be reimbursed.

C. The Final Local Evaluation Report is due to BSCC by December 31, 2025. Expenditures incurred for the completion of the Final Local Evaluation Report during the period of July 1, 2025, to December 31, 2025, must be submitted during the Final Invoicing Period(s), with the final invoice due on February 15, 2026. Supporting fiscal documentation will be required for all expenditures claimed on during the Final Invoicing Periods and must be submitted with the final invoice.

D. The financial audit is due to BSCC by December 31, 2025. Expenditures incurred for the completion of the financial audit during the period of July 1, 2025, to December 31, 2025, must be submitted during the Final Invoicing Periods, with the final invoice due on February 15, 2026.

Supporting fiscal documentation will be required for all expenditures claimed during the Final Invoicing Periods and must be submitted with the final invoice.

D. Grantee shall submit an invoice to the BSCC each invoicing period, even if grant funds are not expended or requested during the invoicing period.

E. Upon the BSCC’s request, supporting documentation must be submitted for project expenditures. Grantees are required to maintain supporting documentation for all expenditures on the project site for the life of the grant and make it readily available for review during BSCC site visits. See Exhibit A. Scope of Work, Item 6. Project Records.

2. GRANT AMOUNT AND LIMITATION
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BSCC 815-22

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EXHIBIT B: BUDGET DETAIL AND PAYMENT PROVISIONS
Rev 04/2020
A. In no event shall the BSCC be obligated to pay any amount in excess of the grant award.

Grantee waives any and all claims against the BSCC, and the State of California on account of project costs that may exceed the sum of the grant award.

B. Under no circumstance will a budget item change be authorized that would cause the project to exceed the amount of the grant award identified in this Grant Agreement.

3. BUDGET CONTINGENCY CLAUSE
A. This grant agreement is valid through CalVIP funding generated from the General Fund. The Grantee agrees that the BSCC’s obligation to pay any sum to the grantee under any provision of this agreement is contingent upon the availability of sufficient funding granted through the passage of Assembly Bill 129 (Statutes of 2021, Chapter 21), also known as the California Budget Act of 2021. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Grant Agreement does not appropriate sufficient funds for the program, this Grant Agreement shall be of no further force and effect. In this event, the BSCC shall have no liability to pay any funds whatsoever to Grantee or to furnish any other considerations under this Agreement and Grantee shall not be obligated to perform any provisions of this Grant Agreement.

B. If CalVIP funding is reduced or falls below estimates contained within the CalVIP Request for Proposals, the BSCC shall have the option to either cancel this Grant Agreement with no liability occurring to the BSCC or offer an amendment to this agreement to the Grantee to reflect a reduced amount.

C. If BSCC cancels the agreement pursuant to Paragraph 3(B) or Grantee does not agree to an amendment in accordance with the option provided by Paragraph 3(B), it is mutually agreed that the Grant Agreement shall have no further force and effect. In this event, the BSCC shall have no liability to pay any funds whatsoever to Grantee or to furnish any other considerations under this Agreement and Grantee shall not be obligated to perform any provisions of this Grant Agreement except that Grantee shall be required to maintain all project records required by Paragraph 6 of Exhibit A for a period of three (3) years following the termination of this agreement.

4. PROJECT COSTS
A. Grantee is responsible for ensuring that actual expenditures are for eligible project costs. “Eligible” and “ineligible” project costs are set forth in the July 2020 BSCC Grant Administration Guide, which can be found under Quick Links here:
https://www.bscc.ca.gov/s_correctionsplanningandprograms/ The provisions of the BSCC Grant Administration Guide are incorporated by reference into this agreement and Grantee shall be responsible for adhering to the requirements set forth therein.

To the extent any of the provisions of the BSCC Grant Administration Guide and this agreement conflict, the language in this agreement shall prevail.

B. Grantee is responsible for ensuring that invoices submitted to the BSCC claim actual expenditures for eligible project costs.

C. Grantee shall, upon demand, remit to the BSCC any grant funds not expended for eligible project costs or an amount equal to any grant funds expended by the Grantee in violation of the terms, provisions, conditions or commitments of this Grant Agreement.

D. Grant funds must be used to support new program activities or to augment existing funds that expand current program activities. Grant funds shall not replace (supplant) any federal, state and/or local funds that have been appropriated for the same purpose. Violations can result in DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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BSCC 815-22

Page 3 of 3 ends

EXHIBIT B: BUDGET DETAIL AND PAYMENT PROVISIONS
Rev 04/2020
recoupment of monies provided under this grantor suspension of future program funding through BSCC grants.

5. PROMPT PAYMENT CLAUSE
Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927.

6. WITHHOLDING OF GRANT DISBURSEMENTS
A. The BSCC may withhold all or any portion of the grant funds provided by this Grant Agreement in the event the Grantee has materially and substantially breached the terms and conditions of this Grant Agreement.

B. At such time as the balance of state funds allocated to the Grantee reaches five percent (5%), the BSCC may withhold that amount as security, to be released to the Grantee upon compliance with all grant provisions, including:
1) submittal and approval of the final invoice;
2) submittal and approval of the final progress report; and 3) submittal and approval of any additional required reports, including but not limited to the Final Local Evaluation Report and the financial audit.

C. The BSCC will not reimburse Grantee for costs identified as ineligible for grant funding. If grant funds have been provided for costs subsequently deemed ineligible, the BSCC may either withhold an equal amount from future payments to the Grantee or require repayment of an equal amount to the State by the Grantee.

D. In the event that grant funds are withheld from the Grantee, the BSCC’s Executive Director or designee shall notify the Grantee of the reasons for withholding and advise the Grantee of the time within which the Grantee may remedy the failure or violation leading to the withholding.

7. PROJECT BUDGET
BSCC Budget Line Item A.

Grant Funds
B.

Match
C.

Total (A+B)

1. Salaries and Benefits $508,094 $366,157 $874,251

2. Services and Supplies $2,000 $0 $2,000

3. Health and Wellness $0 $0 $0

4. Professional Services or Public
Agency Subcontracts $158,155 $282,839 $440,994

5. Non-Governmental Organization
(NGO) Subcontracts $1,355,079 $1,565,625 $2,920,704

6. Equipment/Fixed Assets $0 $0 $0

7. Project Evaluation $155,000 $0 $155,000

8. Financial Audit $15,000 $0 $15,000

9. Other (Travel, Training, etc.) $21,889 $596 $22,485

10. Indirect Costs $0 $0 $0
TOTALS $2,215,217 $2,215,217 $4,430,434
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BSCC 815-22

Page 1 of 4 ends

EXHIBIT C: GENERAL TERMS AND CONDITIONS (04/2017)
Rev 04/2020

1. APPROVAL: This Agreement is of no force or effect until signed by both parties and approved by the Department of General Services, if required. Contractor may not commence performance until such approval has been obtained.

3. ASSIGNMENT: This Agreement is not assignable by the Contractor, either in whole or in part, without the consent of the State in the form of a formal written amendment.

4. AUDIT: Contractor agrees that the awarding department, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement.

Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code §10115 et seq., CCR Title 2, Section 1896).

5. INDEMNIFICATION: Contractor agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Contractor in the performance of this Agreement.

6. DISPUTES: Contractor shall continue with the responsibilities under this Agreement during any dispute.

7. TERMINATION FOR CAUSE: The State may terminate this Agreement and be relieved of any payments should the Contractor fail to perform the requirements of this Agreement at the time and in the manner herein provided. In the event of such termination, the State may proceed with the work in any manner deemed proper by the State. All costs to the State shall be deducted from any sum due the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand.

8. INDEPENDENT CONTRACTOR: Contractor, and the agents and employees of Contractor, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the State.

9. RECYCLING CERTIFICATION: The Contractor shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post-consumer material as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold to the State regardless of whether the product meets the requirements of Public Contract Code Section 12209. With respect to printer or duplication cartridges that comply with the requirements of Section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (Pub. Contract Code §12205).

10. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement, Contractor and its subcontractors shall not deny the contract’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status.

Contractor shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12900 et seq.), the regulations promulgated thereunder (Cal. Code Regs., tit. 2, §11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code §§11135-11139.5), and the regulations or standards adopted by the awarding state agency to implement such article.

Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the awarding state agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or Agency shall require to ascertain compliance with this clause. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (See Cal. Code Regs., tit. 2, §11105.) Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.

12. TIMELINESS: Time is of the essence in this Agreement.

13. COMPENSATION: The consideration to be paid Contractor, as provided herein, shall be in compensation for all of Contractor's expenses incurred in the performance hereof, including travel, per diem, and taxes, unless otherwise expressly so provided.

14. GOVERNING LAW: This contract is governed by and shall be interpreted in accordance with the laws of the State of California.

15. ANTITRUST CLAIMS: The Contractor by signing this agreement hereby certifies that if these services or goods are obtained by means of a competitive bid, the Contractor shall comply with the requirements of the Government Codes Sections set out below.

A. The Government Code Chapter on Antitrust claims contains the following definitions:
1) "Public purchase" means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of Section 16750 of the Business and Professions Code.
2) "Public purchasing body" means the State or the subdivision or agency making a public purchase. Government Code Section 4550.

B. In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid. Such assignment shall be made and become effective DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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at the time the purchasing body tenders final payment to the bidder. Government Code Section 4552.

C. If an awarding body or public purchasing body receives, either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be entitled to receive reimbursement for actual legal costs incurred and may, upon demand, recover from the public body any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the public body as part of the bid price, less the expenses incurred in obtaining that portion of the recovery. Government Code Section 4553.

D. Upon demand in writing by the assignor, the assignee shall, within one year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (a) the assignee has not been injured thereby, or (b) the assignee declines to file a court action for the cause of action.

See Government Code Section 4554.

16. CHILD SUPPORT COMPLIANCE ACT: For any Agreement in excess of $100,000, the contractor acknowledges in accordance with Public Contract Code 7110, that:

A. The contractor recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and
B. The contractor, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.

17. UNENFORCEABLE PROVISION: In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby.

18. PRIORITY HIRING CONSIDERATIONS: If this Contract includes services in excess of $200,000, the Contractor shall give priority consideration in filling vacancies in positions funded by the Contract to qualified recipients of aid under Welfare and Institutions Code Section 11200 in accordance with Pub. Contract Code §10353.

19. SMALL BUSINESS PARTICIPATION AND DVBE PARTICIPATION REPORTING REQUIREMENTS:

A. If for this Contract Contractor made a commitment to achieve small business participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) report to the awarding department the actual percentage of small business participation that was achieved. (Govt.

Code § 14841.)
B. If for this Contract Contractor made a commitment to achieve disabled veteran business enterprise (DVBE) participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) certify in a report to the awarding department: (1) the total amount the prime Contractor received under the Contract; (2) the name and address of the DVBE(s) that participated in the performance of the Contract; (3) the amount each DVBE received from the prime Contractor; (4) that all payments under the Contract have been made to the DVBE; and (5) the actual DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation. (Mil. & Vets. Code § 999.5(d); Govt. Code § 14841.)

20. LOSS LEADER: If this contract involves the furnishing of equipment, materials, or supplies then the following statement is incorporated: It is unlawful for any person engaged in business within this state to sell or use any article or product as a “loss leader” as defined in Section 17030 of the Business and Professions Code. (PCC 10344(e).)
DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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EXHIBIT D: SPECIAL TERMS AND CONDITIONS
Rev 04/2020

1. GRANTEE’S GENERAL RESPONSIBILITY
A. Grantee agrees to comply with all terms and conditions of this Grant Agreement. Review and approval by the BSCC are solely for the purpose of proper administration of grant funds and shall not be deemed to relieve or restrict the Grantee’s responsibility.

B. Grantee is responsible for the performance of all project activities identified in Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Grant Proposal.

C. Grantee shall immediately advise the BSCC of any significant problems or changes that arise during the course of the project.

2. GRANTEE ASSURANCES AND COMMITMENTS
A. Compliance with Laws and Regulations
This Grant Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. Grantee shall at all times comply with all applicable State laws, rules and regulations, and all applicable local ordinances.

B. Fulfillment of Assurances and Declarations
Grantee shall fulfill all assurances, declarations, representations, and statements made by the Grantee in Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Proposal, documents, amendments, approved modifications, and communications filed in support of its request for grant funds.

C. Permits and Licenses
Grantee agrees to procure all permits and licenses necessary to complete the project, pay all charges and fees, and give all notices necessary or incidental to the due and lawful proceeding of the project work.

3. POTENTIAL SUBCONTRACTORS
A. In accordance with the provisions of this Grant Agreement, the Grantee may subcontract for services needed to implement and/or support program activities. Grantee agrees that in the event of any inconsistency between this Grant Agreement and Grantee’s agreement with a subcontractor, the language of this Grant Agreement will prevail.

B. Nothing contained in this Grant Agreement or otherwise, shall create any contractual relation between the BSCC and any subcontractors, and no subcontract shall relieve the Grantee of his responsibilities and obligations hereunder. The Grantee agrees to be as fully responsible to the BSCC for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Grantee. The Grantee's obligation to pay its subcontractors is an independent obligation from the BSCC's obligation to make payments to the Grantee. As a result, the BSCC shall have no obligation to pay or to enforce the payment of any moneys to any subcontractor.

C. Grantee shall ensure that all subcontractors comply with the eligibility requirements stated in the CalVIP RFP and described in Appendix B.

D. Grantee assures that for any subcontract awarded by the Grantee, such insurance and fidelity bonds, as is customary and appropriate, will be obtained.

E. Grantee agrees to place appropriate language in all subcontracts for work on the project requiring the Grantee’s subcontractors to:
1) Books and Records
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Maintain adequate fiscal and project books, records, documents, and other evidence pertinent to the subcontractor’s work on the project in accordance with generally accepted accounting principles. Adequate supporting documentation shall be maintained in such detail so as to permit tracing transactions from the invoices, to the accounting records, to the supporting documentation. These records shall be maintained for a minimum of three (3) years after the acceptance of the final grant project audit under the Grant Agreement and shall be subject to examination and/or audit by the BSCC or designees, state government auditors or designees, or by federal government auditors or designees. 2) Access to Books and Records
Make such books, records, supporting documentations, and other evidence available to the BSCC or designee, the State Controller’s Office, the Department of General Services, the Department of Finance, California State Auditor, and their designated representatives during the course of the project and for a minimum of three (3) years after acceptance of the final grant project audit. The Subcontractor shall provide suitable facilities for access, monitoring, inspection, and copying of books and records related to the grant-funded project.

4. PROJECT ACCESS
Grantee shall ensure that the BSCC, or any authorized representative, will have suitable access to project activities, sites, staff and documents at all reasonable times during the grant period including those maintained by subcontractors. Access to program records will be made available by both the grantee and the subcontractors for a period of three (3) years following the end of the grant period.

5. ACCOUNTING AND AUDIT REQUIREMENTS
A. Grantee agrees that accounting procedures for grant funds received pursuant to this Grant Agreement shall be in accordance with generally accepted government accounting principles and practices, and adequate supporting documentation shall be maintained in such detail as to provide an audit trail. Supporting documentation shall permit the tracing of transactions from such documents to relevant accounting records, financial reports and invoices.

B. Grantees are required to provide the BSCC with a financial audit no later than the end of the contract term, December 31, 2025. The financial audit shall be performed by a Certified Public Accountant or a participating county or city auditor that is organizationally independent from the participating county’s or city’s project financial management functions. Expenses for this final audit may be reimbursed for actual costs up to $25,000
C. The BSCC reserves the right to call for a program or financial audit at any time between the execution of this Grant Agreement and three years following the end of the grant period. At any time, the BSCC may disallow all or part of the cost of the activity or action determined to not be in compliance with the terms and conditions of this Grant Agreement or take other remedies legally available.

6. DEBARMENT, FRAUD, THEFT OR EMBEZZLEMENT
It is the policy of the BSCC to protect grant funds from unreasonable risks of fraudulent, criminal, or other improper use. As such, the Board will not enter into contracts or provide reimbursement to grantees that have been:

1. debarred by any federal, state, or local government entities during the period of debarment; or

2. convicted of fraud, theft, or embezzlement of federal, state, or local government grant funds for a period of three years following conviction.

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Furthermore, the BSCC requires grant recipients to provide an assurance that there has been no applicable debarment, disqualification, suspension, or removal from a federal, state or local grant program on the part of the grantee at the time of application and that the grantee will immediately notify the BSCC should such debarment or conviction occur during the term of the Grant contract.

BSCC also requires that all grant recipients include, as a condition of award to a subgrantee or subcontractor, a requirement that the subgrantee or subcontractor will provide the same assurances to the grant recipient. If a grant recipient wishes to consider a subgrantee or subcontractor that has been debarred or convicted, the grant recipient must submit a written request for exception to the BSCC along with supporting documentation.

All Grantees must have on file with the BSCC a completed and signed Certification of Compliance with BSCC Policies on Debarment, Fraud, Theft and Embezzlement (Required as Attachment E of the original Proposal Package).

7. MODIFICATIONS
No change or modification in the project will be permitted without prior written approval from the BSCC. Changes may include modification to project scope, changes to performance measures, compliance with collection of data elements, and other significant changes in the budget or program components contained in Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Proposal.

8. TERMINATION
A. This Grant Agreement may be terminated by the BSCC at any time after grant award and prior to completion of project upon action or inaction by the Grantee that constitutes a material and substantial breech of this Grant Agreement. Such action or inaction includes but is not limited to:
1) substantial alteration of the scope of the grant project without prior written approval of the BSCC;
2) refusal or inability to complete the grant project in a manner consistent with Attachment 1: CalVIP Request for Proposals Request for Proposals and Attachment 2: CalVIP Proposal, or approved modifications;
3) failure to provide the required local match share of the total project costs; and 4) failure to meet prescribed assurances, commitments, recording, accounting, auditing, and reporting requirements of the Grant Agreement.

B. Prior to terminating the Grant Agreement under this provision, the BSCC shall provide the Grantee at least 30 calendar days written notice stating the reasons for termination and effective date thereof. The Grantee may appeal the termination decision in accordance with the instructions listed in Exhibit D: Special Terms and Conditions, Number 8. Settlement of Disputes.

9. SETTLEMENT OF DISPUTES
A. The parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute persists, the Grantee shall submit to the BSCC Corrections Planning and Grant Programs Division Deputy Director a written demand for a final decision regarding the disposition of any dispute between the parties arising under, related to, or involving this Grant Agreement. Grantee’s written demand shall be fully supported by factual information. The BSCC Corrections Planning and Grant Programs Division Deputy Director shall have 30 days DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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after receipt of Grantee’s written demand invoking this Section “Disputes” to render a written decision. If a written decision is not rendered within 30 days after receipt of the Grantee’s demand, it shall be deemed a decision adverse to the Grantee’s contention. If the Grantee is not satisfied with the decision of the BSCC Corrections Planning and Grant Programs Division Deputy Director, the Grantee may appeal the decision, in writing, within 15 days of its issuance (or the expiration of the 30-day period in the event no decision is rendered), to the BSCC Executive Director, who shall have 45 days to render a final decision. If the Grantee does not appeal the decision of the BSCC Corrections Planning and Grant Programs Division Deputy Director, the decision shall be conclusive and binding regarding the dispute and the Contractor shall be barred from commencing an action in court, or with the Victims Compensation Government Claims Board, for failure to exhaust Grantee’s administrative remedies.

B. Pending the final resolution of any dispute arising under, related to or involving this Grant Agreement, Grantee agrees to diligently proceed with the performance of this Grant Agreement, including the providing of services in accordance with the Grant Agreement. Grantee’s failure to diligently proceed in accordance with the State’s instructions regarding this Grant Agreement shall be considered a material breach of this Grant Agreement.

C. Any final decision of the State shall be expressly identified as such, shall be in writing, and shall be signed by the Executive Director, if an appeal was made. If the Executive Director fails to render a final decision within 45 days after receipt of the Grantee’s appeal for a final decision, it shall be deemed a final decision adverse to the Grantee’s contentions. The State’s final decision shall be conclusive and binding regarding the dispute unless the Grantee commences an action in a court of competent jurisdiction to contest such decision within 90 days following the date of the final decision or one (1) year following the accrual of the cause of action, whichever is later.

D. The dates of decision and appeal in this section may be modified by mutual consent, as applicable, excepting the time to commence an action in a court of competent jurisdiction.

9. UNION ACTIVITIES
For all agreements, except fixed price contracts of $50,000 or less, the Grantee acknowledges that applicability of Government Code §§16654 through 16649 to this Grant Agreement and agrees to the following:

A. No State funds received under the Grant Agreement will be used to assist, promote or deter union organizing.

B. Grantee will not, for any business conducted under the Grant Agreement, use any State property to hold meetings with employees or supervisors, if the purpose of such meetings is to assist, promote or deter union organizing, unless the State property is equally available to the general public for holding meetings.

C. If Grantee incurs costs or makes expenditures to assist, promote or deter union organizing, Grantee will maintain records sufficient to show that no reimbursement from State funds has been sought for these costs, and that Grantee shall provide those records to the Attorney General upon request.

DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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Grant Proposal Cover Sheet
California Violence Intervention and Prevention
(CalVIP) Grant Proposal
CalVIP Proposal Cover Sheet
Submitted by:

City of Modesto – Police Department
Grant Dollars Requested:
$2,215,217
Date Submitted:

February 9, 2022
DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 1 of 12

1. Description of Community Need
The Modesto Police Department (MPD) is requesting funding from the BSCC CalVIP grant program to implement Project SUCCESS (Serving and Understanding our Community with Compassion and Education for Safer Streets), a multi-faceted, evidence-based program to combat against the impact of violence on vulnerable communities in our city. Modesto is seeing a disproportionate amount of violent crime when compared to California averages. In 2019, the California average for aggravated assaults was 250 cases per 100,000 people, while Modesto had 578 aggravated assaults per 100,000 people (Federal Bureau of Investigation [FBI], 2019). This can be attributed to lower income levels, language barriers, lack of easily available resources/services, coupled with a higher number of group members residing in and frequenting high crime areas.

After careful review of Modesto’s violent crimes, identifying hot spots, demographics, and availability of services/resources, Southwest (SW) Modesto was identified as the micro-targeted population. SW Modesto is an impoverished community, with high numbers of violent crimes and multi-generational group members residing and frequenting there. It is also a multi-cultural community that can present additional language and service barriers.

In 2021, MPD took 76 aggravated assault reports (excluding domestic violence) within the target area. There was a large concentration (hot spot) of aggravated assaults within this area compared to the rest of the city. Crime rates are highest for individuals in their adolescence with the peak of violent crime offending occurring around 17 years of age (FBI, 2016). In 2021, MPD identified suspects in violent crimes as young as 13 with a peak at age 18. It is imperative to reach young adolescents and provide preventive measures prior to this peak in an effort to stop the onset of violent behavior. Multiple factors contribute to childhood offending, but three external factors shown to increase delinquency include poor parenting, negative school experiences, and delinquent peers (Agnew & Brezina, 2012, p 328). Within Stanislaus county, 62.1 per 1,000 children reported having experienced child abuse or neglect while the state average was 52.9 per 1,000 children (kidsdata.org). In addition, 10.2% of 7th graders in Stanislaus County reported feeling either "unsafe" or "very unsafe" at schools DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 2 of 12 (kidsdata.org). Lastly, 5.9 per 1,000 juveniles are arrested locally on a felony charge while the California rate is 3.9 per 1,000 juveniles (kidsdata.org).

Based on this data, the following strategies have been identified for this project:
early intervention, focused deterrence, mentoring/credible messengers, mental health services, street outreach, and employment/job training. It is through these strategies that multi-cultural services will be implemented to prevent and redirect toward positive pathways. Project SUCCESS will implement new and innovative interventions for the target area in an effort to prevent or minimize the influence of contributing delinquency factors within the target area. Modesto encompasses 44.8 square miles with a total population of 220,210 (CA. Department of Finance report, 2020). The targeted area of SW Modesto encompasses 9.16 square miles with a total population of about 20,840.

Adolescents will be referred into the program with an expectation of serving a minimum of 400 youth and 100 adults per year.

Within Modesto, there are 2,014 adults and 137 juveniles who are on active probation and 766 individuals currently on parole. According to the CDCR, 45% of those released are reconvicted within 3 years with 13% of those offenses being crimes against persons. It is important that services are provided to ensure that recidivism is diminished. Modesto desperately needs a reintegration program with a multiple prong approach to redirect those released from incarceration into healthy lifestyles, with the hope of reducing violent crimes in the Modesto community. Offenders often cross into other communities to commit crimes, therefore the target population for the reintegration component will include anyone returning to Modesto from incarceration.

2. Project Description
Project SUCCESS is a partnership between the City of Modesto – Police Department (MPD), the Parks, Recreation and Neighborhoods Department and three community-based organizations (CBO’s). It will focus on two populations with the highest needs: pre/adolescent and incarcerated individuals being released.

Pre/adolescent children were identified as needing services and programs to prevent violent behaviors by providing positive alternatives to violence (early intervention, mentoring/credible messengers, mental health services, street outreach). We recognize DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 3 of 12 children are often exposed to crimes and/or are victims themselves who have been traumatized. Project SUCCESS will put programs in place to provide for victim needs.

While it is very important that early interventions are put into place, it is also crucial to have resources in place to assist those who are reintegrating back into society after having committed a crime (focused deterrence, employment/job opportunities). We have a solid reintegration program being implemented by professionals and formerly incarcerated individuals who have successfully reintegrated after multiple years in prison. Partnerships for referrals from the local Parole and Probation Offices have been established and Project SUCCESS anticipates serving 80 parolees each year.

MPD, in partnership with El Concilio California (ECC), Legacy Alliance Outreach (LAO), Boys and Girls Club of Stanislaus County (BGCSC), Parks, Recreation and Neighborhoods Department (PRND), and Modesto City Schools (MCS) proposes a program to reduce violence within Modesto with a multi-faceted strategy. Project SUCCESS will strengthen the community-police relationships in the micro-targeted population deemed to be at the highest risk of violence (identified as SW Modesto), provide opportunities for early intervention, education, family and mental health services, providing for a safer community by reducing crime and the fear of crime in SW Modesto. These goals will be targeted for youth, the community, and those recently released after incarceration.

The first goal of Project SUCCESS is to strengthen community-police relationships in the target area deemed to be at the highest risk of violence. This will be accomplished through a focus on early interventions and strengthening relationships between law enforcement and the youth in SW Modesto. The primary vehicle to accomplishing this goal will be to implement a School Resource Officer (SRO) in coordination with MCS, who will work full-time at Mark Twain Middle School (which is within the target area) and assist in the surrounding five (5) elementary schools on a monthly basis. Introducing an SRO into a school can have a positive impact on students when the SRO takes an active, preventive role instead of a visual deterrence role.

Research has shown that schools with an SRO can have less assaults and weapons brought to school (College of Social Work; James & McCallion, 2013). Project SUCCESS strongly believes that building relationships and trust with law enforcement DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 4 of 12 at an early age, inclusive of families, will be key in lowering the propensity for negative behavior leading up to criminal activity. The SRO will not be in place as a disciplinary figure at the school, but as a positive role model who will implement ongoing in-class and one-on-one programming with the students to create positive interactions.

Additionally, the SRO will develop and implement a Junior Cadet Program for students in grades 5-8, allowing students to see career opportunities in public safety, learn valuable skills and build self-confidence. The Junior Cadet Program will include physical training, fingerprint work, classroom teaching, demonstrations by specialized units, tours and visits to the MPD. This program will expose children and their families to public safety in a positive and inviting manner. In addition to the SRO and Junior Cadet program there will be several mobile recreation opportunities presented that work to create positive social interactions between youth, their families and public safety in an informal and safe environment. Mobile recreation activities bring equipment and supplies where they may be lacking (SW Modesto) and create safe environments for healthy physical activity, good sportsmanship and well-being. These activities will include Park Play Pop Up events in coordination with PRND which provide for Social and Emotional Learning (SEL)-based themes provided with equitable access and by trained staff to provide positive youth development. Family Movie Nights in the Park where families can come together in target area parks to create memories watching some classic movie favorites and a Leisure Buck Scholarship Program which provides funding for qualifying families in the target area to go toward recreation programming.

The second goal of Project SUCCESS is to provide opportunities for early intervention, education, family and mental health services in the target area of SW Modesto. These preventative measures will establish positive pathways for youth in the target area by increasing after school programs, activities, tutoring, and other proven programs effective in improving grades, increasing self-esteem and providing positive alternatives to youth residing in the target area. This objective will be accomplished in a few ways, the first of which is increasing the knowledge of social services agencies, schools, community groups and leaders on group member issues through a series of 40 presentations provided by the BGCSC in the southwest area of Modesto.

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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 5 of 12 BGCSC will then implement a comprehensive program aimed at improving grades, increasing self-esteem, and providing positive alternatives for youth residing in the target area. These programs will take place in a new building BGCSC recently acquired, which is located in the target area. Participants will be referred from schools, law enforcement, marketing, and targeted outreach. Youth attendance will be tracked via proxy cards and software with their measurements involving tracking grades, surveys, grade-level advancement, graduation rates, etc. BGCSC requires a parent or assigns a mentor involved in the students’ lives to participate in the program, resulting in thousands of volunteer hours contributed by parents. Boys & Girls Clubs of America, in collaboration with Pennsylvania State University, developed Street SMART to keep youth engaged in risk-prevention activities. It is designed to encourage youth to resist the culture of social cruelty, to stand against bullying, and reject gang violence. The program is based on the understanding that helping youth avoid harm is about more than teaching youth to say “no” to peers, standing up to bullying and avoiding gangs.

Young people must learn to be aware of their own hurtful or controlling behaviors and practice positive ways of resolving differences.

Access to mental health services and other interventions will be another objective of this goal. Project SUCCESS recognizes ongoing diverse outreach strategies are critical to the success of any program. First, to address the unique challenges and barriers of the target area, ECC will utilize a series of targeted outreach strategies and tactics designed to educate, motivate, and encourage all eligible target populations and communities to take advantage of Project SUCCESS programs. In order to provide culturally appropriate messaging saturation, leverage resources, identify gaps, and ensure coordination across the target area and additional stakeholders, ECC will employ a proven collaborative framework across its outreach platform. Strategies include: 1: leveraging relationships and community resources, 2: collaboration with faith-based organizations and networks to support program outreach, 3: leverage existing campaigns and activities to reach the target community to promote Project SUCCESS education and information, 4: develop culturally responsive resource toolkits, 5: use civic engagement outreach tools, 6: develop a communications and media strategy designed to target hard-to-reach populations, 7: identify trusted community messengers as Project SUCCESS Ambassadors. ECC has an integrated and coordinated DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 6 of 12 approach to working with partners and grassroots organizations to address gaps and avoid duplication in reaching low-income, at-risk, hard-to-reach communities while allowing for appropriate messaging saturation.

The second objective for the success of this goal is the provision of mental health services and programs. ECC utilizes Cognitive Behavioral Therapy, Person-Centered Therapy, Narrative Therapy, and Brief Solution Focused Therapy in its multi-faceted mental health service program. ECC will implement multiple outreach programs focusing on prevention, education, and intervention. In addition, stigma-reducing presentations will be made to the community using ECC’s Every Mind Matters campaign. ECC will host Youth Cafés that focus on mental health topics covering the trauma related to living in and with violence from ages 12 to 21 years. Lastly, ECC will offer its Youth@Work program, which is an 8-week workforce/job readiness program, utilizing ECC’s proprietary Ceilings Unlimited Job Readiness curriculum, including, but not limited to, technological literacy, Microsoft Office instruction, job applications, resumes, interview skills, job search skills, networking, life skills, and preparing an individual to attain and retain employment for those 16-21 years of age. The program also offers one-on-one case management support. At the end of the program, ECC hosts a job fair with over 25 engaged local business ready to hire applicants. These jobs are for all sectors of employment and offer living wages. Follow up indicates that over 60% of the Ceilings Unlimited clients hired through the job fairs are still working three months later.

The third and final goal of Project SUCCESS is to provide for a safer community by reducing crime and the fear of crime in the target area. The promotion of positive interactions with law enforcement and community members is a primary mission for Project SUCCESS. For this particular goal, the first objective is establishing professional relationships and enhancing communication, which are key. One way to do that is to have specific officers who routinely work in the target area with an engagement-first mindset. Officers from MPD’s Crime Reduction Team and the Street Gang Unit will spend 50 hours per month in the target area to engage the community and provide proactive enforcement when needed. Engagement will take many forms from presence in the target area, communicating with established trusted messengers, as well as DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 7 of 12 anyone residing in the target area, to participating in the recreation events and activities outlined in goal number one. These same officers will also assist the SRO with the programs and curriculum provided to the students participating in activities, such as the Junior Cadet Program and the BGCSC after school programs. These efforts will provide a safe space for youth in the target area to build a positive and proactive relationship with the officers serving their community which, in turn, builds trust. Additionally, these officers will be involved in providing presentations to the community on topics such as group member violence, how to stay safe, and how to report criminal activity to the police. Additionally, extra patrols will be provided by these officers to the target area when there is a violent crime in that area, when data shows an increase in crime, or at the request of the community. It is common for people to live in fear after a violent crime has occurred in their community; having known officers will be present after a violent crime has occurred can help the community feel safe and reduce the likelihood of retaliation crimes. The goal is for community members and police officers to have already established a relationship prior to this and ensure that the community is confident that the police will provide the services they need/are requesting. This further assists in building trust and police-community relations as community members will have established relationships with specific officers and therefore have a direct line of communication when reporting suspicious activity.

The second objective for this goal is to provide parole/probation reintegration services to prepare formerly incarcerated men, women and juveniles to reenter the community.

LAO will implement a reintegration program, which will fill a much-needed gap in the Modesto community. LAO recently purchased a home for this type of program and will provide housing, transportation, cultural relations workshops, job training, family reunification and more. LAO already has established a great working relationship with the Stanislaus County Parole Office and will coordinate the Incarcerated Community Reintegration Program (ICRP) as a 12-week curriculum designed to prepare formerly incarcerated men, women, and juveniles to reenter and reintegrate into society as prosocial community members. This will be accomplished by helping returning community members with rides and warm hand-offs from prison to Modesto; housing referrals and short-term housing for some participants, social skills, employment, family DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 8 of 12 reunification, educational advancement, mental health treatment, substance abuse treatment, computer literacy training and self-care. This program will awaken innate empathy for community members, trigger accountability, and help individuals learn to navigate the barriers that may have hindered them in the past, manage and remove stressors of life that cause relapse into criminal behavior and violent patterns by helping navigate life positively in the community. LAO helps stabilize social networks, establishing contacts and connections to resources for employment, healthcare, mental health treatment and family reunification. LAO will refer qualified individuals for applicable services provided by ECC. LAO also partners with Project Rebound, which is a program out of California State University, Stanislaus. This program offers special services and a supportive environment to formerly incarcerated individuals pursuing higher education upon release.

3. Organizational Capacity and Coordination
To implement Project SUCCESS, the City of Modesto – Police Department proposes the following outline of the role and organizational capacity of each involved entity:

City of Modesto – Police Department (MPD):

As the lead agency, the MPD will provide overall programmatic, financial and evaluation oversight. MPD operates under the direction of the Police Chief, Brandon Gillespie, and has the proven success to oversee large projects, including Federal and State grants. Over the last ten (10) years, MPD has received and managed millions of dollars in federal and state grant funds including the successful management of five (5) BSCC grants. A Lieutenant with prior grant management experience and 22 years in law enforcement who serves as the Assistant Division Commander of the Investigations Division, will provide general operational oversight for the School Resource Officer/Junior Cadet Program, community outreach activities and events and the proactive engagement/presence of our Crime Reduction Team and Street Gang Unit.

The department’s Senior Crime Analyst and an additional Crime Analyst will take lead on overall coordination of grant deliverables and project evaluation in close coordination with the to-be selected project evaluator and an Administrative Office Assistant III who will provide support for collection and retention of data from all partner agencies as required for the project evaluation. An Administrative Analyst II and the Public Safety DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 9 of 12 Business Services Analyst will oversee the financial reporting and documentation for all grants including Project SUCCESS, if awarded. MPD will assign a School Resource Officer (SRO) to Mark Twain Jr. High as a role model vs. disciplinarian and the individual will be selected based on experience with youth/youth programming, ability, communication skills, etc. The Officers and Sergeants from the Crime Reduction Team (CRT) and Street Gang Unit (SGU). The Officers will be selected with the needs of Cultural Diversity Severity and Language Barriers in mind.

City of Modesto – Parks, Recreation and Neighborhoods Department (PRN):

PRN will host numerous activities complimenting the SRO and CBO activities but not duplicating them. PRN has long been established in our neighborhood parks; however, with budget reductions their reach has been limited in recent years. Through Project SUCCESS, PRN is able to provide a more focused, integrative approach to ensure services are offered and accepted in the target area in coordination with all affiliated partners. PRN reaches hundreds of thousands of youth (and adults) annually through its wide array of recreation offerings. The basis for all PRN programming is promote literacy and social-emotional learning to equip youth with the ability to use the appropriate tools and skills to successfully navigate current and future challenges and opportunities. The Lead Recreation Coordinator for Project SUCCESS has been working with youth for 33+ years, targeting at-risk youth.

Boys and Girls Club of Stanislaus County (BGCSC):

For over 100 years, Boys & Girls Clubs of America (BGCA) has been involved in youth development, working with youth from disadvantaged economic, social and family circumstances. In 2013, Boys & Girls Club Stanislaus County (BGCSC) began implementing programs in the City of Modesto. Since inception, with the assistance of various grant funding and local donors, they continue to strategically add schools and locations to reach under/unserved and disparate communities in Stanislaus County.

BGCSC is well-equipped to serve in this capacity as it is an expansion of the work it has been providing Stanislaus County for nine (9) years.

El Concilio California (ECC):

ECC has provided services to families and individuals within the City of Modesto for over 20 years, providing critical services and programs to the marginalized, DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 10 of 12 economically-segregated, under/unserved, at-risk populations and diverse communities of color. Staffing consists of Therapists, Mental Health Outreach Workers, Substance Abuse Counselors, Peer Partners and more. Services consist of an integrated approach with Cognitive Behavioral Therapy; Collective Efficacy; Employment and Job Training; Focused Deterrence; Intensive Case Management; Mental Health Services; Mentoring/Credible Messengers; Street Outreach.

ECC operates under a Board and has a vast number of instructors and support staff, influencers, stakeholders and natural partnerships with like-minded agencies and organizations as part of a Community Based System and Continuum of Care and Service. ECC clients are acquired via referrals from hospitals, schools, law enforcement, their Civic Engagement Team, marketing, social media, job fairs, and more. ECC identifies successful participants and provides facilitator and leadership training for them. ECC is well-equipped to provide these new services in the target area.

Legacy Alliance Outreach (LAO):

LAO combines education and experience, from those formerly incarcerated and some never incarcerated, along with licensed clinicians and educators to implement a much needed, comprehensive reintegration program to the City of Modesto. One leader, Michael Baldwin spent 26 years in prison. During his last 18 years of incarceration, he led Restorative Justice Programs to over 10,000 inmates at 3 different locations. LAO has established working partners with Stanislaus County Parole and Probation for referrals. He is a paralegal with an A.A. degree and founded Criminal and Gang Members Anonymous (CGA). LAO closed escrow this month on a home in Modesto to house individuals specific to this program. LAO works closely with local educators and programs, including Project Rebound at CSU Stanislaus to enroll formerly incarcerated members into college. Having those who have been incarcerated and reintegrated successfully align with licensed professionals ensures a successful reintegration program. LAO has in-house partners in place to track all grant activities and budget management of the grant and in-kind funding.

4. Project Evaluation and Monitoring
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 11 of 12 Once awarded the CalVIP grant, we will seek bids from research companies to complete a formal, local evaluation plan for Project SUCCESS. Below are the current Goals and Outcomes we will evaluate for program success.

Program Goals:
 Decrease violent crime in target area and target populations  Improve police-community relationship in target area
 Reduce the fear of crime in target area
 Increase number of youth provided with alternatives to group membership  Increase number of youths educated to resist alcohol/drugs/delinquent peers  Improve mental and emotional health of youth
 Increase youth role models/mentors to help peers resist negative peer pressure  Increase number of youth peer groups with reinforcement for healthy choices  Improve attitude toward learning, improved behavior and grades in schools  Increase the number of youth graduating from high school  Decrease the amount of recidivism in prior incarcerated individuals Program Objectives and Outcome Measures:
 SRO will be implemented in Mark Twain Middle School
 Junior Cadet Program will be developed and implemented  Reach 800 youth annually through hosted community events and programs  Provide Brief Intervention Counseling, Outreach and Engagement  Min. of 60 unduplicated Youth/Transitional Aged Youth services, Year 2 & 3.  Bimonthly Youth Cafes
 Establish Alternatives to Violence (AVP) workshops
 Establish annual 8-12-week parenting courses
 76-140 youth annually in the Youth @ Work Program
 50 hours monthly of increased public contact and patrols in target area  40 presentations about social services agencies, schools, community groups and leaders on group membership (gang) issues.
 4 monthly presentations on mental health services
 80-100 individuals annually going through the reintegration program DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
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City of Modesto – Police Department CalVIP Proposal Narrative – Project SUCCESS | Page 12 of 12  Percentage of violent crime will decrease in target area  Percentage of positive police-community interactions will increase in target area  Percentage of mental health incidents will decrease at Mark Twain Middle School  Percentage of reoffending by prior incarcerated individuals will decrease  Percentage of the community feeling safer will increase in target area  Percentage of juvenile offender violent crime will decrease in target area All data and survey information in the measured outcomes will be provided to the consultant contracted to complete a local evaluation report for all grant components.

MPD expects to increase services focusing on the target area and target populations to ensure decrease in violent behavior and criminal offending.

Each individual program has a detailed plan of tracking its participants. The tracking process will include the participants name, age, school, demographic information, school discipline records, and criminal history. It will also include the total number of mental health related incidents documented at the school. Modesto City Schools and MPD will have data-sharing agreements in place at grant inception. All services provided and referrals made will be documented regarding the participants receiving services or referred for service. Surveys will be given at Mark Twain Middle School before the implementation of the program and through the program. The surveys will assess the level of safety the youth feel, relationship with police, and positive/negative social traits. This assessment will also be provided to schools outside the target area to act as a comparison group. These results, along with official crime statistics of the areas, will determine the success of the program.

To make sure that all participants have great futures, programs must be consistent in the services provided, offering high-yielding activities to help our youth achieve priority outcomes. Retention in the various programs will ensure an increased opportunity for positive outcomes. Outcomes are measured by organizations maintaining the programs as well as the Modesto Police Department. Case management is an integral part, with proper record keeping and documentation to ensure targeted individuals receive appropriate services. All documentation will be collected and assessed on a quarterly basis.

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Bibliography
Agnew, R. and Brezina, T., 2012. Juvenile Delinquency: Causes and Control. 4th ed.

New York: Oxford University Press.

California Department of Finance. 2020. “E-1 Population Estimates for Cities, Counties, and the State — January 1, 2020 and 2021.” Web. 26 January 2022.

College of Social Work, University of Tennessee, 302 Henson Hall, 1618 Cumberland Avenue, Knoxville, TN 37996-3333, United States.

Federal Bureau of Investigation. 2019. “Aggravated Assaults 2019.” Web. 26 January 2022.

Federal Bureau of Investigation. 2016. “Violent Crime 2016.” 26 January 2022.

Kidsdata.org. 2022. Stanislaus County - Kidsdata.org. [online] Available at:
<https://www.kidsdata.org/region/350/stanislauscounty/results#ind=&say=&cat=6,1> [Accessed 26 January 2022].

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CalVIP Project Work Plan
(1) Goal: Strengthen community-police relationships in the micro-targeted area deemed to be at the highest risk of violence.

Objectives
(A., B., C...):

A. By the end of the grant a School Resource Officer will be in place and engaging daily with elementary and middle school students and will be running a successful Junior Cadet Program.

B. Each year of the grant Parks & Recreation staff and Police Officers and staff will host two (2) Park Play Pop-Up events in the target area.

Project activities that support the identified goal
and objectives
Responsible staff/
partners
Timeline
Start Date End Date

1. Complete recruitment for School Resource
Officer position and develop internal capacity to
support/manage program

2. Develop a work plan for integrated educational,
social and interactive programming between
Modesto City Schools and the Modesto Police
Department.

3. Assist Parks & Recreation staff with community
outreach events

4. Institute quarterly performance
management/program oversight process to ensure
quality implementation
Modesto Police
Department
Modesto City Schools
Parks, Recreation and
Neighborhoods
Department

1. Year 1, Qtr 1

2. Year 1, Qtr 1

3. Year 1, Qtr 2

4. Year 1, Qtr 1

1. Year 1, Qtr 2

2. Year 1, Qtr 2

3. Year 3, Qtr 4

4. Year3, Qtr 4
(2) Goal: Provide opportunities for early intervention, education, family and mental health services in the target area.

Objectives
(A., B., C...):

A. By the end of the grant have implemented and increased the number of early education programs, mental health services and family services available to the target area.

B. Throughout the life of the grant, resources and tools will be developed and deployed as outreach support to penetrate communication barriers.

C. Trusted community messengers will be sought out and engaged to ensure program success and longevity of community outreach efforts in the target area.

Project activities that support the identified goal
and objectives
Responsible staff/
partners
Timeline
Start Date End Date

1. Partner with El Concilio and implement their
numerous evidence-based Mental Health outreach
and education programs

2. Partner with Boys & Girls Club and implement
their Street SMARTS program

3. Evaluate the number of referrals and outcomes of
the implemented programs
Modesto Police
Department
El Concilio California
Boys & Girls Club of
Stanislaus

1. Year 1, Qtr 1

2. Year 1, Qtr 1

3. Year 1, Qtr 1

1. Year 3, Qtr 4

2. Year 3, Qtr 4

3. Year 3, Qtr 4
(3) Goal: Provide for a safer community by reducing crime and the fear of crime in the target area.

Objectives
(A., B., C...):

A. By the end of the grant, reduce the number of homicides, gun violence, and aggravated assaults in the target area.

B. Identify and refer at risk youth, families, and crime victims to grant-funded programs and resources C. Provide high-visibility outreach-forward police presence in the target area utilizing proven strategies from the Cure Violence Approach as well as Focused Deterrence in partnership with selected Community Based Organizations.

Project activities that support the identified goal
and objectives
Responsible staff/
partners
Timeline
Start Date End Date

1. MPD’s Crime Reduction Team and Street Gang
Unit will spend 50 hours a month in the target area
and assist with outreach programs

2. Partner with Legacy Alliance Outreach and
implement their Incarcerated Community
Reintegration Program

3. Track violent crime trends within target area
Modesto Police
Department
Legacy Alliance
Outreach

1. Year 1, Qtr 1

2. Year 1, Qtr 1

3. Year 1, Qtr 1

1. Year 3, Qtr 4

2. Year 3, Qtr 4

3. Year 3, Qtr 4
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7 February 2021
Board of State and Community Corrections
c/o Kara Davis
Senior Crime Intelligence Analyst
Modesto Police Department
Via email: [email protected]
RE: City of Modesto/Police Department Response Proposal to CalVIP Project To Whom It May Concern:

As the President and CEO of El Concilio, one of the largest multi-service nonprofit agencies serving all low income, marginalize and at-risk communities in California’s Central Valley, and on behalf of the agency’s board of directors, this letter reaffirms El Concilio California’s (ECC) agreement to partner with the City of Modesto/Police Department on the proposed California Violence Intervention and Prevention (CalVIP) Grant response as submitted by the City of Modesto/Police Department.

The City of Modesto/Police Department and ECC, together, believe the program outlined within the proposal will effectively accomplish the CalVIP goals and objectives to provide for a safer community. As such, ECC agrees to participate in the CalVIP Program, and provide programs, staff, services, and training, as outlined within the proposal, to provide prevention programs to at risk youth within the Southwest area of Modesto – the identified areas of need in our community.

El Concilio is committed to be an integral part of the CalVIP project. For 54 years, El Concilio California has remained committed to providing the best services possible to the Central Valley and Stanislaus County communities through outreach, education, engagement, intervention, counseling, and referrals.

Serving over 75,000 individuals and families annually, El Concilio looks forward to working with the City of Modesto/Police Department. I wish the City of Modesto/Police Department great success with their proposal and look forward to working with you in the near future.

Should you have any questions, please do not hesitate to contact me at 209-644-2628 or [email protected].

Sincerely,
José R. Rodriguez
President & CEO
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Every Student Matters, Every Moment Counts
Dr. Sara Noguchi
Superintendent
______________________
Board of Education
Adolfo Lopez
President
Chad Brown
Vice President
John Ervin III
Board Member
Abel Maestas
Board Member
Cindy Marks
Board Member
Homero Mejía
Board Member
Charlene G. West, Ph.D.

Board Member
Modesto City Schools
426 Locust Street
Modesto, CA 95351
209.574.1500
www.mcs4kids.com
To: Board of State and Community Corrections
Re: California Violence Intervention & Prevention (CalVIP Grant) Date: January 27, 2022
This letter is being submitted to document that Modesto City Schools agrees to partner on the CalVIP grant proposal being submitted by the Modesto Police Department.

As a part of this grant, Modesto City Schools agrees to improve public health and safety by supporting effective violence reduction initiatives in our community that are disproportionately impacted by violence. We have a direct interest with the grant focusing on early prevention of our elementary and middle school students, and diversion intervention for our older high school student population.

Sincerely,
Tim Zearley
Associate Superintendent, Business Services
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Note: The top table will auto-populate based on the information entered in the sections below.

Grant Funds Match Funds Total
$508,094 $366,157 $874,251
$2,000 $0 $2,000
$0 $0 $0
$158,155 $282,839 $440,994
$1,355,079 $1,565,625 $2,920,704
$0 $0 $0
$155,000 $0 $155,000
$15,000 $0 $15,000
$21,889 $596 $22,485

10. Indirect Costs $0 $0 $0
$2,215,217 $2,215,217 $4,430,434
Required match: 100%: no less than: $2,215,217
Grant Funds Match Funds Total
$463,094 $0 $463,094
$0 $78,817 $78,817
$0 $89,338 $89,338
$0 $22,735 $22,735
$0 $71,438 $71,438
$45,000 $96,705 $141,705
$0 $7,125 $7,125
$508,094 $366,157 $874,251
1b. Salaries and Benefits Narrative:

Grant Funds Match Funds Total
$2,000 $0 $2,000
$2,000 $0 $2,000
The purchase of a dedicated DELL 2-in-1 laptop for the School Resource Officer to be able to perform job functions and stay in contact with partner agencies. 2b. Services and Supplies Narrative:
(Show as either % FTE or Hourly Rate) & Benefits
100% FTE - $339,566 for 3 yrs salary + $123,528 for 3 yrs benefits
25% FTE - $60,083 for 3 yrs salary + $18,733 for 3 yrs
benefits
TOTAL
25% FTE - $72,882 for 3 yrs salary + $16,456 for 3 yrs
benefits
10% FTE - $17,623 for 3 yrs salary + $5,111 for 3 yrs
benefits
2022 California Violence Intervention & Prevention (CalVIP) Grant - Project Budget and Budget Narrative Contract Term: July 1, 2022 - December 31, 2025
Laptop computer for School Resource Officer $2,000 purchase cost based on recent similar purchases Name of Applicant: City of Modesto - Police Department
Budget Line Item
The City of Modesto - Police Department (MPD), in partnership with Modesto City Schools, will implement a School Resource Officer (SRO) who will work full-time at a middle school in the target area, assist with the surrounding elementary schools on a monthly basis, co-host Park Play and other events and activities with partner agencies and develop and implement a Junior Cadet Program. The SRO will work to build relationships and trust with law enforcement at an early age. Additionally, for the co-hosted events and activities, MPD staff will assist with planning, set up, engagement and tear down at each Park Play Pop Up.

Department staff will manage the oversight and coordination of the CalVIP grant as well as the project evaluation. The Lieutenant will provide general operational supervision for the School Resource Officer and the Proactive Patrol/Engagement overtime operations. The Senior Crime Analyst and Crime Analyst will take lead on overall coordination of grant deliverables and project evaluation and the Administrative Office Assistant will provide support for collection and retention of data required for the project evaluation. 4 Officers and 1 Sergeant in a combined effort from the Street Gang Unit and the Crime Reduction Team will deploy to the target area for 10 hours each month with the primary focus of engaging the community to promote positive interactions between law enforcement and community members along with providing proactive enforcement when needed. In addition to being involved in presentations and community events and activities, this team will provide extra patrols in the target area after violent crime has occurred to help the community feel safe and to deter retaliation crimes.

TOTAL
1a. Salaries and Benefits
10% FTE - $53,494 for 3 yrs salary + $17,944 for 3 yrs
benefits
YEAR 1: $72.03/hr x 10 hrs/mo x 4 Officers + $93.92/hr x 10 hrs/mo x 1 Sgt. YEAR 2: $74.19/hr x 10 hrs/mo x 4
Officers + $96.74/hr x 10 hrs/mo x 1 Sgt. YEAR 3: $76.42/hr x 10 hrs/mo x 4 Officers + $99.64/hr x 10 hrs/mo x 1 Sgt.

8. Financial Audit (must not exceed $25,000)
Calculation for Expenditure

1. Salaries and Benefits

2. Services and Supplies

4. Professional Services or Public Agency Subcontracts

5. Non-Governmental Organization (NGO) Subcontracts

3. Health and Wellness (must not exceed 5% of total match funds) Lieutenant (Bob Meredith)
Proactive Patrol/Engagement OT

7. Project Evaluation (must be at least 5%, but no more than 10% of total grant funds) 2 Officers or Detectives at an avg of $74.21/hr x 4 hours per event x 4 events x 3 years

6. Equipment/Fixed Assets

9. Other (Travel, Training, etc.)
TOTAL
Description of Services or Supplies
Officer or Detective (individuals TBD)
Crime Analyst (Carlee Ruiz)
Senior Crime Analyst (Kara Davis)
Administrative Office Assistant (Letitia Waters)
Name and Title
School Resource Officer (individual TBD)
2a. Services and Supplies
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Description of Professional Service(s) Grant Funds Match Funds Total $0 $0
$0 $0
3b. Health and Wellness Narrative
Description of Professional Service(s) Grant Funds Match Funds Total $158,155 $147,839 $305,994
$0 $135,000 $135,000
$158,155 $282,839 $440,994
4b. Professional Services Narrative
Grant Funds Match Funds Total
$451,570 $560,464 $1,012,034
City of Modesto Parks, Recreation and Neighborhoods Department will utilize funding to provide expertise, staff support and materials for community and recreation events and activities/opportunities. Programs to be funded include 9 Saturday Sports Fest days where youth participate in sport and interactive games each week; Family Movie Nights at parks located in the target area to bring families, the Police Department and Parks, Recreation and Neighborhoods Staff together to build community and trust; Park Play Pop Up events that include social and emotional learning as well as community and trust building; and Leisure Buck Recreation Scholarships which will remove barriers for low-income families to have youth participate in positive recreation activities which provide positive environments.

Modesto City Schools will provide office space (as in-kind match) for the dedicated School Resource Officer (SRO) at a middle school in the target area during the school year for each year of the grant. This will enable the SRO to be centrally located to the target area and accessible to the youth for which most programs are being targeted.

SALARIES & BENEFITS:Director of Operations: 20%FTE at
$77,500 avg/yr x 3 yrs (50% grant, 50% in-kind match);
Program Director: 20% FTE at $46,500 avg/yr x 3 yrs (50% grant, 50% in-kind match); Site Coordinator: 100% FTE at $36,167 avg/yr x 3 yrs (10% grant, 90% in-kind match);
Youth Development Professionals: 8 part-time hourly at
$15.75/hr x 25 hrs/wk x 48 wks x 3 yrs (50% grant, 50% inkind match); Staff Development & Recruitment: 50% FTE at $46,000 avg/yr x 3 yrs (75% grant, 25% in-kind match);
Facilities Maintenance Specialist: 1 part-time hourly at $16.50/hr x 15 hrs/wk x 48 weeks x 3 yrs (100% in-kind
match). SERVICES & SUPPLIES: Volunteer Processing: 25
volunteers x $100 (100% grant); Utilities for program
building: $7,000/yr x 3 rs (100% grant); Program supplies and materials: $10,000/yr x 3 yrs (100% grant);
Software/hardware & equipment: $20,500/yr x 3 yrs (100% grant); field trip costs: $4,500/yr x 3 yrs (100% grant); Program facility costs: $4,500/month x 11 months x 3 yrs (100% in-kind match). OTHER (TRAVEL/TRAINING): Staff
development: $2,500/yr x 3 yrs (100% grant); BSCC
mandatory training: $800 (100% grant) PROJECT
EVALUATION: Required evaluation of program success:

7.5% of request [in-kind offset] FINANCIAL AUDIT: $5,000 [in-kind offset]
TOTAL
4a. Professional Services
N/A
Calculation for Expenditure
TOTAL (must not exceed 5% of Total Match Funds)
N/A
3a. Health and Wellness (must not exceed 5% of total match funds) Boys and Girls Club of Stanislaus County
Description of Subcontract
Use of facility space for School Resource Officer - $30/sq ft x 150 sq. ft. office = $4,500/mo x 30 months
Calculation for Expenditure
Public Agency subcontract - City of Modesto Parks,
Recreation and Neighborhoods Department
Public Agency subcontract - Modesto City Schools
5a. Non-Governmental Organizations (NGO) Subcontracts
Calculation for Expenditure
Family Movie Nights: 2 per year x 3 yrs. GRANT FUNDS:

4.5 hours of PT Recreation Staff x 2: $424 x 6; 4 hrs of PT Recreation Leaders (4) = $752 x 6; park cleaning = $65 x 6; Advertising = $250 x 6; Movie licensing/rental fee = $500 x6 ; Popcorn = $75 x 6; Hand sanitizer = $25 x 6. IN-KIND
MATCH: 2% of FT Recreation Coordinator = $1,830 x 6;
1% of Customer Service Staff = $695 x 6; Park Rental &
cleaning = $445 x 3 yrs.

Leisure Buck Program: GRANT FUNDS: $200 recreation
scholarship funds x 50 youth per year x 3 years;
Advertising/supplies = $200/yr x 3 yrs. IN-KIND MATCH:
1% of FT Recreation Coordinator = $915/ yr x 3 yrs; 1% of FT Recreation Supervisor = $1,287/yr x 3 yrs; 0.5% of FT Division Manager = $842/yr x 3 yrs; 4% of FT Customer
Service Staff = $5,562/yr x 3 yrs; 50 hours processing and registration = $1,671/yr x 3 yrs.

REACH Pop Up Party: 2 per year x 3 yrs. GRANT FUNDS:

PT Recreation Staff = $14,364x3yrs; FT Recreation Staff OT = $741x3yrs; Blow up rental/climbing wall/slushie
machine= $2,000x3yrs; Supplies & materials= $4,097x3yrs.

IN-KIND MATCH: FT Recreation Staff = $13,046x3yrs;
Green space rental fee: $400x3yrs; Bounce House and
Bunge Run rental fee + transportation: $1,650x3yrs;
REACH Saturday Sport Fest: 6 per year x 3 yrs. GRANT
FUNDS: PT Recreation Staff = $12,097x3yrs; FT
Recreation Staff OT = $741; Supplies & materials =
$4,297x3yrs. IN-KIND MATCH: FT Recreation Staff =
$13,046x3 yrs; Neighbhorhood Center @ Marshall Park
rental fee = $5,364x3yrs
DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
1174
$514,800 $587,368 $1,102,168
$388,709 $417,793 $806,502
$1,355,079 $1,565,625 $2,920,704
Description of Equipment/Fixed Asset Grant Funds Match Funds Total $0 $0 $0
$0 $0 $0
6b. Equipment/Fixed Assets Narrative
Grant Funds Match Funds Total
$155,000 $0 $155,000
$155,000 $0 $155,000
Boys and Girls Club of Stanislaus County (BGCSC) funding will provide staff, services and training for prevention and mentoring programs to at-risk youth within the target area. the Street SMART program keeps yourh engaged in risk-prevention activities. With this funding, BGSCS plans to increase the knowledge of social services agencies, schools, community groups and leaders on gang issues through a series of presentations in the target area. Additionally, youth will be enrolled in evidence-based programs that provide homework and/or tutoring assistance, participate in high-yield learning activities; youth will also be assigned to case management. The Street SMART program will keep youth engaged in risk-prevention activities to help resist the culture of social cruelty, to stand up to bullying and to reject gang violence.

Legacy Alliance Outreach (LAO) funds will provide staff, services and training to provide new parole/probation reintegration services along with expanding services to parolees residing in the City of Modesto. LAO recently purchased a home for this program and provide housing, transportation, cultural relations workshops, job training, family reunification and more. LAO will locate individuals, mentor them, set boundaries to prevent reincarceration and transport them to their Parole Officer and services. In addition, LAO will coordinate the Incarerated Community Reintegration Program, which is a 12-week curriculum designed to prepare formerly incarcerated men, women and juveniles to reenter and reintegrate into society as prosocial community members.

El Concilio California (ECC) funding will provide outreach, education and engagement as well as mental health outreach and education inlcuding Prevention and Early Intervention (PEI). ECC will leverage relationships and communtiy resources through it's Community Engagement Specialist as well as the Civic Engagement & Leadership Development Team to create and identify trusted messengers, develop and utilize engagement and outreach tools and develop a communications and media strategy designed to reach hard-to-reach community members in the target area. ECC will utilizing funding to offer services related to mental health education, counseling and workforce/job readiness utilizing the Behavioral Health Director to oversee the Youth Group Therapist-Alterantive to Violence Program, Peer Partners and Job Readiness Director. Various therapy modalities are available through the ECC program as well as the Alternative to Violence Program which providees workshops and parenting classes. ECC will provide a workforce/job readiness program to prepare those 16-26 year of age to attain/retain employment.

SALARIES & BENEFITS GRANT FUNDS: Director: $100/hr
x 48 hrs x 4 programs/yr x 3 yrs; Facilitators (4): $30/hr x 4 facilitators x 2.5 hrs/session x 24 sessions x 4 programs/yr x 3 yrs; Clinical Staff: $150/hr x 2 hrs/session x 24 sessions x 4 programs/yr x 3 yrs.

SALARIES & BENEFITS IN-KIND MATCH: Dr. Jackie Forte
(health & wellness/educational support/training and data analysis): $150/hr x 20 hrs/month x 36 months.

SERVICES & SUPPLIES GRANT FUNDS: Program
supplies: $50/person x 20 people x 4 programs/yr x 3 yrs; Food & Beverage: $20/person x 20 people x 24 sessions x 4 programs/yr x 3 yrs; Participant incentives: $500/program x 4 programs/yr x 3 yrs; Housing rent/utilities/operating costs: $2,500/month x 36 months; Emergency Housing:
$500/month x 36 months; Participant stipends:
$1,200/month x 36 months.

SERVICES & SUPPLIES IN-KIND MATCH: Program facility
costs (rent, use, utilities, technology, rennovations,
cleaning); Housing overhead costs (maintenance and
supplies): $75/month x 36 months; Transportation costs for reintegration program needs: 3,760 miles/month x .58/mile x 36 months; Automobile insurance: $260/month x 36
months
PROJECT EVALUATION IN-KIN MATCH: Required
evaluation of project success: 7.5% of request
TOTAL
6a. Equipment/Fixed Assets
Legacy Alliance Outreach
El Concilio California
N/A
5b. Non-Governmental Organizations (NGO) Subcontracts Narrative 7a. Project Evaluation (must be at least 5%, but no more than 10% of total grant funds) Description
Outside technical assistance for implementation, monitoring and evaluation - vendor TBD via RFP TOTAL (must be at least 5%, but no more than 10% of Total Grant Funds) N/A
SALARIES & BENEFITS GRANT: Youth Group Therapist -
AVP: 1 part-time employee at $24,960/yr x 3 yrs; Peer
Partners/Ceilings Unlimited Instructor: 1 part-time employee at $31,460/yr x 3 yrs; Community Engagement Specialist: 1 part-time employee at $20,800/yr x 3 yrs. Benefits as a percentage (25%): $57,915.

SALARIES & BENEFITS IN-KIND MATCH: Behavioral
Health Director: 20% of FTE at $95,680/yr x 3yrs; Job
Readiness Director: 20% of FTE at $74,880/yr x 3 yrs; Civic Engagement & Leadership Development Team: $80,000/yr
x 3 yrs.

SERVICES & SUPPLIES GRANT:

Communications/Phones: $2,548/yr x 3 yrs = $7,644; Office Expenses: $3,000/yr x 3 yrs = $9,000; Program
Costs/Equipment/Incentives: $12,244;
Fingerprinting/Background Check: $423; Agency Audit and Legal Expenses: $5,079; Liability Insurance: $5,052;
Payroll Processing: $1,812; Indirect Costs - 10% method of calculation: $37,981
SERVICES & SUPPLIES IN-KIND MATCH: Rent and
utilities: $75,457
Calculation for Expense
TOTAL
DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
1175
7b. Project Evaluation Narrative:

Grant Funds Match Funds Total
$15,000 $0 $15,000
$15,000 $0 $15,000
8b. Financial Audit Narrative:

Grant Funds Match Funds Total
$21,096 $21,096
$793 $596 $1,389
$21,889 $596 $22,485
9b. Other (Travel, Training, etc.) Narrative:

Grant Funds Match Funds Total
$0 $0 $0
$50,809
$0 $0 $0
$110,011
$0 $0 $0
10b. Indirect Costs Narrative:

N/A
9a. Other (Travel, Training, etc.)
TOTAL (must not exceed $25,000 in Grant Funds)
8a. Financial Audit (must not exceed $25,000 in Grant Funds) The City of Modesto - Police Department has conducted initial conversations with potential evaluation firms and is utilizing in-house Crime Analyst personnel to ensure the goals and objectives in this proposal are realistic and measurable. In addition, the City of Modesto - Police Department will conduct a formal RFP for project evaluation services and will select the most responsive and responsible organization for evaluation planning, oversight and reporting activities.

Regardless of which option is chosen, if the amount entered in the Grant Funds column turns red, adjust it to not exceed the maximum noted just below it: TOTAL Indirect costs may be charged to grant funds by choosing either Option 1) or 2) listed below:

If using Option 1) grant funds allocated to Indirect Costs may not exceed:

If using Option 2) grant funds allocated to Indirect Costs may not exceed:
2) Indirect costs will be charged as 5% of direct total direct project costs (excluding equipment):
1) Indirect costs will be charged as 10% of total direct salaries and wages:

Calculation for Expense
Required Financial Audit - services to be provided by
City's contract vendor (currently Hudson Henderson &
Co - Certified Public Accountants
10a. Indirect Costs
TOTAL
The City of Modesto - Police Department will send 4 people annually from it's Crime Reduction Team (CRT) to attend the annual National Gang Violence Conference put on by the California Gang Investigators Assocation - the session(s) on community building and the education on gangs will be beneficial to the CRT as they work to build relationships with the target population.

There are three mandatory CalVIP meetings, two related to project evaluation and one grantee orientation, as Sacramento is close to Modesto, there will not be a need for overnight accommodations, just per diem and potentially mieage for those without a take home vehicle.

Per Diem: $39.75/day x 3 days x 5 ppl = $596
Mileage: 0.585/mile x 75 miles x 6 trips x 3 ppl = $793 An organization independent from the applicant will perform the required financial audit. Currently, the City of Modesto's auditor is Hudson Henderson & Co - Certified Public Accountants and they have provided an estimate for this work. However, the agreement with this firm is set to expire in 2023, the City will engage in a formal procurement process to select a sucessor auditor. This selected auditor will conduct a financial audit of the BCSS CalVIP project financials to ensure compliance with local, State, and Federal laws as required by the BSCC. The audit will cover the service delivery period of the grant - July 1. 2022-June 30, 2025 with the audit report being submitted no later than December 31, 2025.

Year 3: Auditor flat fee: $15,000
Description
Gang Conferences - 4 people per year
CalVIP Mandatory meetings - Sacramento, CA
Calculation for Expense
Registration Fee: $425/person; Meals: $333/person;
Lodging: $1,000/person. $1,758/person x 4 ppl x 3 yrs
Description
DocuSign Envelope ID: 785917BB-71E7-4598-B87C-9C016BA159B6 #20..
1176
City of Modesto-Police Department
BSCC 815-22

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APPENDIX A: CalVIP EXECUTIVE STEERING COMMITTEE ROSTER
CalVIP Executive Steering Committee - Grant Cycle from July 1, 2022 to December 31, 2025 Name Title & Organizational Affiliation From
1 Chief Andy Mills, Chair Chief of Police, City of Palm Springs & Board Member, BSCC Palm Springs
2 Stephen Lindley Teacher, Lee V. Pollard High School San Diego 3 Tina Curiel-Allen Cal Crew Program Manager, Five Keys Central Valley 4 Natasha Mejia Policy Analyst, National Institute for
Criminal Justice Reform Oakland
5 Tina Rodriguez Statewide Manager, Californians for Safety and Justice Central Valley
6 Mike McLively Senior Staff Attorney, Gifford Law Center to Prevent Gun Violence San Francisco
7 Gaynorann Siataga Community Advocate, All Islanders Gather as One San Francisco
8 Saun Hough CA Partnership Manager, Californians for
Safety and Justice Los Angeles
9 Mark Slaughter Supervising Attorney, Sacramento County Public Defender’s Office Sacramento
10 Jackie Reed CEO, Women Initiating Success Envisioned Inc. San Diego
11 Jessie Leavitt
Policy Analyst, State Bar of California &
Senior corporate Counsel, NetScout
Systems, Inc.

Oakland
12 Tim Kornegay Director, LiveFree California Los Angeles 13 Mary Roberts State of CA Retiree, Administrative Office of the Courts Oakland
14 Mona Cadena Advocacy Director, Equal Justice USA San Francisco 15 Amir Chapel Policy Analyst, National Institute for
Criminal Justice Reform Marina
16 Keith Baker Research Analyst/Co-Leader, Los Angeles
County Department of Public Health Los Angeles
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BSCC 815-22

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APPENDIX B: Criteria for Non-Governmental Organizations Receiving BSCC Funds The California Violence Intervention and Prevention (CalVIP) Grant Program Request for Proposals (RFP) includes requirements that apply to non-governmental organizations that receive funds under this grant. All grantees are responsible for ensuring that any contracted third parties continually meet these requirements as a condition of receiving CalVIP funds. The RFP describes these requirements as follows:

Any non-governmental organization that receives CalVIP grant funds (as either subgrantee or subcontractor) must:
• Have been duly organized, in existence, and in good standing for at least six (6) months prior to the effective date of its fiscal agreement with the BSCC or with the CalVIP grantee;
• Non-governmental entities that have recently reorganized or have merged with other qualified non-governmental entities that were in existence prior to the six-month date are also eligible, provided all necessary agreements have been executed and filed with the California Secretary of State prior to the start date of the grant agreement with the BSCC or the start date of the grantee-subcontractor fiscal agreement;
• Be a nonprofit and recognized by the Internal Revenue Service as a 501(c)(3) organization;
• Employ persons or volunteers that have a minimum of three (3) years of combined experience in implementing violence reduction strategies and have implemented these strategies within the past five (5) years;
• Be registered with the California Secretary of State’s Office; • Have an Employer Identification Number (EIN);
• Have a valid business license, if applicable;
• Have any other state or local licenses or certifications necessary to provide the services requested (e.g., facility licensing by the Department of Health Care Services), if applicable; and
• Have a physical address in the State of California. (An agent for service of process with a California address is insufficient.)
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BSCC 815-22

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Provide your agency name and in the table list information for all contracted parties.

Grantee:

Grantees are required to update this list and submit it to BSCC any time a new third-party contract is executed after the initial assurance date. Grantees shall retain (on-site) applicable source documentation for each contracted party that verifies compliance with the requirements listed in the 2021 CalVIP RFP. These records will be subject to the records and retention language found in Appendices A and C of the Standard Agreement.

Unless prior approval is obtained, the BSCC prohibits disbursement or reimbursement to any NGO that does not meet the requirements listed above and for which the BSCC does not have a signed grantee assurance on file.

A signature below is an assurance that all requirements listed above have been met.

AUTHORIZED SIGNATURE
(This document must be signed by the person who is authorized to sign the Grant Agreement.)

NAME OF AUTHORIZED OFFICER TITLE TELEPHONE NUMBER

STREET ADDRESS CITY STATE ZIP CODE

EMAIL ADDRESS

SIGNATURE DATE
X
Name of Contracted Party Address Email / Phone Meets All Requirements
Yes ☐ No ☐
Yes ☐ No ☐
Yes ☐ No ☐
Yes ☐ No ☐
Yes ☐ No ☐
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 8, 2024
Date: September 12, 2024
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: Aircraft Maintenance and Repair Services Agreement CONTACT: Kalani Souza, Lieutenant, [email protected], 209-572-9500 DESCRIPTION:

Consider approving an Agreement with Mather Aviation, LLC, Mather, CA, for Aircraft Maintenance and Repair Services for a total amount not to exceed $159,768 over two years. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan for Governance and Service Delivery by building community trust in City government through transparent and efficient service delivery.

BACKGROUND:

On February 28, 2023, by Resolution No. 2023-87, Council approved the purchase of a Gipps Aero GA8 for use by the Modesto Police Department (MPD) to establish its Air Support Unit.

The Gipps Aero GA8, now known as Sky 1, was delivered to the MPD on March 31, 2023. An Air Support Unit is a commonly used surveillance platform for law enforcement by providing a level of service to the overall success of crime fighting efforts, enhancing officer and public safety, and reducing the incidence of crime.

Aircraft maintenance is necessary to keep the aircraft in a state of airworthiness, for the safety of the crew and everyone in the service area. Aircraft maintenance is a highly regulated field requiring both scheduled and preventive servicing, inspection, testing, repair and overhaul or modification activities by certified maintenance technicians. There are generally three types of required maintenance: line maintenance which covers pre-flight checks, daily check of fluids, scheduled minor repairs and modifications and troubleshooting. Heavy maintenance is performed less often, but requires a much more thorough breakdown, repair, or replacement of aircraft components and requires a large, well-equipped facility. Shop maintenance focuses on repair or overhaul of specific parts and often requires specialist services. #21..
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On October 24, 2023, by Resolution No. 2023-470, the City Council approved a purchase order with Mather Aviation, LLC (Mather), Mather, CA for aircraft maintenance services for a total amount not to exceed $90,228.

DISCUSSION:

The 2012 Gipps Aero GA8 is a unique aircraft with only 250 units built and sold throughout the world. This uniqueness also extends to the maintenance schedule for this aircraft which requires inspections in 50-hour increments within 200 hours of flight time, this is called a progressive maintenance plan. Each inspection varies in length and thoroughness and can range from 6- man hours to 24-man hours. During the progressive inspections FAA required safety items are inspected for flight readiness and approval. When these items do not meet FAA requirements, they need to be repaired and/or replaced which can cause additional maintenance hours to be incurred. Additionally, the Gipps Aero GA8 requires an engine rebuild/replacement approximately every 2,200 hours. The engine will need to be replaced during year one of this proposed agreement.

The Gipps Aero GA8 is outfitted with a specialty 15” camera system, requiring ongoing maintenance, cleaning, and inspection separate from the above-mentioned maintenance of the aircraft. Occasionally, the camera will need to be removed from the aircraft, which is a technical process requiring it be done by trained avionics personnel who are familiar with this system.

Mather Aviation is the only service provider with trained personnel that have experience working on this aircraft in Northern California. The California Highway Patrol (CHP) also operates with the Gipps Aero GA8 platform and has contracted with Mather Aviation, LLC for their maintenance needs for the last three years. They conducted a formal bid process in 2020 and Mather Aviation, LLC was the only bidder. Both Mather Aviation, LLC service facilities (Modesto and Sacramento) are under the same ownership and have the same service fees. Any maintenance option outside of Modesto is not feasible, nor financially responsible as it would require the department to fly the aircraft for servicing. This would mean the department would be paying for the service plus the cost of fuel and additional maintenance on the plane for flight hours on the engine.

For example, on average, the GA8 has an operating cost of $330 per hour (fuel, staffing, and maintenance costs). This does not include transportation costs to transport the pilot back from the facility (which would include an additional employee to drive the vehicle to and from the facility, cost of fuel for the vehicle, or maintenance for the vehicle). Additionally, if the plane was unable to fly (grounded for safety or maintenance reasons), technicians would have to travel to the hangar in Modesto to provide services at additional cost/fees. Mather being on-site at the location of the aircraft, keeps costs down while ensuring timely maintenance at a reduced cost.

Advanced Helicopter in Woodland, CA provides aircraft maintenance services for the Stanislaus County Sheriff’s Office at a rate of $130 per hour. Woodland is approximately a one-hour flight from Modesto. Including operating costs, this maintenance option would increase the cost by $660 (two hours round-trip) to get the aircraft to and from the facility. If the certified mechanic were to travel to Modesto due to the aircraft being inoperable or grounded, it would be a twohour drive time (four hours round-trip) for each visit, adding $520 to the cost of maintenance.

Modesto Municipal Code (MMC) Section 8-3.203 generally requires all purchases in excess of $100,000 for material, equipment, or contractual services to follow formal bid procedures. #21..
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City Council, October 8, 2024
Aircraft Maintenance and Repair Services Agreement

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Modesto City CouncilOctober 8, 2024

Modesto City Council
October 8, 2024