DRAFT
Services
Agreement
(General)
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Homeless Outreach Services
SERVICES
AGREEMENT
(GENERAL)
Abode Services
-
Homeless Outreach
City Agreement No. _________________
City Budget Code: __________________
This
Services
Agreement
(General)
for
homeless outreach services
(“
Agreement
”)
by and between the
City of
Napa, a California charter city
(
“
City
”
), and
Abode Services Inc,
a California non
-
profit corporation
(
“
Consultant
”
)
,
is effective on
July 1, 2023
(“Effective Date”)
.
RECITALS
A.
The City desires to obtain the services
more particularly described in this Agreement and
Exhibit “A,” and generally including
outreach services
for clients experiencing homelessness to connect clients with shelter, housing navigation, and placement, and other eligible public services.
B.
Abod
e Services was
selected to be the primary homeless services provider by the Napa City -
County Continuum of Care through a Request for Proposal process. Abode Services has bee n
providing
homeless services in the Napa County community since 2017.
C.
The Cit
y of Napa has applied for and received funding allocations for Outreach Services for
Fiscal Year 2023
-
2024. These funding sources include, but are not limited to: (1) Emergency Solutions Grant, (2) Homeless Housing
, Assistance and Prevention
Program, (3) Permanent Local Housing Allocation, (4)
American R
escue Plan Act Fund, and
(5)
Community Based Transitional Housing Program through the County of Napa.
NOW, THEREFORE,
the
City and
the
Consultant
,
for the
mutual
consideration
described
here
in, agree
as follows:
1. SCOPE OF
SERVICES
.
1.1. Services
.
Consultant
will
perform the services
described
in
the
Scope of
Services
and Schedule
of Performance
,
attached hereto as
Exhibit
“
A
”
and incorporated herein by reference
(“
Services
”), in
accordance with the terms and conditions of this Agreement and to the satisfaction of the City’s
authorized
representative
,
Deputy City Manager
(“
City’s Authorized Representative
”)
.
1.2. S
tandard of
Care
.
In performing the Services,
Consultant
will
meet or exceed the applicable
standard of care
for,
and exercise
the degree of skill and diligence ordinarily used by reputable service
providers
within the greater San Francisco Bay Area who provide the same or similar
type of services
as
the Services required under this Agreement
. Consultant
will
require and ensure that all
of
its
employees,
subconsultants,
or
agents
performing or contributing to
the Services
will
comply with the requirements of
this Agreement
.
1.3. Independent Contractor
. Consultant
will
control the manner
and means for performing
the
S
ervices
, acting as
an independent contractor and not
as
an employee of the City.
Consultant will not be
entitled to any of the benefits that the City provides to its employees, including, but not limited to, health or retirement benefits.
1.4. Subcontracting
.
If
Consultant subcontracts with a subconsultant
to perform
any of the Services
,
t
he City
is deemed
an intended beneficiary of
that subcontract and the subconsultant
will
owe
a duty of
due
care
to the
City.
City reserves the right to approve or reject any proposed subconsultant, based on the subconsultant’s
qualifications, relevant experience
,
or
reputation.
1.5. Third Party Beneficiaries
. Except to the extent
expressly stated
herein
, this Agreement
will
not
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be construed to create any rights in third parties.
1.6. T
ime
for Performance
.
Time is of the essence
for the performance of all Services and
duties
under this Agreement
.
Consultant
will
commence and complete all
S
ervices
by
the
date
and within any
timeframes
set forth in Exhibit “A
.
”
S
ervices for which times for performance are not specified in this Agreement
will
be commenced and completed by Consultant in a reasonably prompt and timely manner based upon the circumstances and direction
from the City’s Authorized Representative
. Consult
ant
will
submit all requests for extensions of time to the City in writing no later than ten days after the start of the circumstances or events giving rise to
the dela
y, and no later than the time by
which performance is due.
The City’s approval of any ex
tension of time for performance of the Services will not operate to waive the City’s rights or remedies with respect to
damages
caused by Consultant
’s delay
.
1.7. Unsatisfactory Services
.
Upon written notice from the City that any of the Services are unsatisfactory or fail to comply with the requirements of this Agreement
(collectively, “
Unsatisfactory
Services
”)
, Consultant must promptly correct or
cure
any such
Unsatisfactory Services as specified in the
City’s written notice.
Consultant will not be
entitled to any additional compensation or extension of time to correct or cure the Unsatisfactory Services. Consultant’s correction or cure of Unsatisfactory Services will not operate to waive the City’s rights or remedies with respect to any damages caus ed by the Unsatisfactory
Services, the cost of which may be recovered by the City as an offset from payment otherwise due or to become due to Consultant.
2. COMPENSATION
.
2.1. Payment
.
The
City
will
pay Consultant
for Consultant’s time and authorized expenses necessary to perform the Services, at the rates and charges set forth in the Compensation Rates and Charges
attached hereto as
Exhibit “B”
and incorporated herein by reference
,
as compensation in full for
S
ervices
satisfactorily
performed
in compliance with
this Agreement
.
Consultant
’s total compensation for performing
the Services
may not
exceed $
801,016
without prior written authorization
from the City.
If the City authorizes
Consultant to perform services in addition to the Scope of Services set forth in Exhibit “
A,
”
Consultant will
be compensated
in accordance with
the rates and charges in Exhibit
“
B.
”
Consultant will not be entitled to
any compensation for additional services performed without the City’s prior written consent , or which
exceed the scope of the City’s written consent
.
2.2. Invoices
.
Consultant
will
submit
a
monthly
itemized
invoice
to
the City’s Authorized
Representative
for the Services provided during the preceding month. At a minimum, the invoice must
identify the
S
ervices
performed
,
the hours spent performing the Services, the applicable hourly rate(s), and any authorized expenses b
ased on
the rates and charges
authorized in Exhibit “B
.
”
The
City
will
pay
the
Consultant
within 30 days after
approval
of
each
invoice
, with the exception of any disputed amounts
.
3. AUTHORIZED REPRESENTATIVE
.
Consultant hereby assign
s its Vice President
to serve
as the
Consultant’s
authorized representative (“
Consultant’s Authorized Representative
”)
, to
personally
participate in and manage the
Services provided under
this Agreement
, and
t
o serve as the primary point
of contact for
all matters pertaining to this Agreement
.
3.1. Substitutions
.
A
s a material inducement to entering into this Agreement, the City has relied upon
Consultant’s representations regarding
Consultant’s
qualifications (including the qualifications of
Consultant’s
Authorized Representative, its personnel, and its subconsultants, if any , as identified on
Exhibits “A” and “B”
)
.
Consultant
will
not replace
Consultant’s
Authorized Representative
(
or any of
its
personnel or
its
subconsultants
,
if any, as identified on Ex
hibits “A” and “B”
)
without the
City’s
prior written
consent.
4. NOTICES
.
All
notices or requests
required or contemplated by this Agreement
will
be in writing and
delivered to the
other party’s
Authorized Representative by personal delivery, U.S.
Mail, nationwide
overnight delivery service, email
, or as otherwise specified herein
.
Delivery is
deemed effective upon the
first to occur of: (a) actual receipt by a party’s
A
uthorized
Representative
, (b) actual receipt at the address
identified below, or
(c) three
business
days following deposit in the
U.S.
Mail of registered or certified mail
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sent to the address identified below.
A party’s
contact information
, below, may be
changed
by providing
written
notice
of any change
to the other party.
TO
CITY:
Molly Rattigan, Deputy City Manager
CITY OF NAPA
P.O. Box 660
NAPA, CA 94559
-
0660
TO CONSULTANT:
Kara Carnahan, Vice President of Programs
Abode Services
40849 Fremont Blvd.
Fremont, CA 94538
5. TERM
. The term of this Agreement
begins on the
Effective Date
,
and ends
on June 30, 2024,
unless
terminated earlier as provided herein
.
The following provisions will survive
expiration or termination of this
Agreement:
Section 7.2 (Dispute Resolution),
Section 8.1 (Confidentiality),
Section
8.4 (Records of
Performance),
Section 10 (Indemnification),
Section
13. 3
(Taxes)
, and Section 14 (General Provisions)
.
6. CITY’S RIGHT TO
TERMINATE
.
The
City
may
terminate this Agreement
for convenience
(with or
without
cause
)
by
providing written notice
of
termination
to Consultant
, effective upon the date stated in the
notice
. If the City terminate
s
the
Agreement
it
will
pay Consultant for all
Services
satisfactorily
performed
up to
and including the
effective
date of the termination,
subject to the provisions of
Section
s
2 and 8.2
.
7. DEFAULT
AND
DISPUTE RESOLUTION
.
7.1. Default
.
Consultant will be deemed in default of this Agreement
if
Consultant
is not complying
with the terms of this Agreement, or
the City has reason to believe that Consultant’s ability to perform the Services has been or will be impaired
.
If either of these cir
cumstances exist, the City may
give written notice
of default
to Consultant
and demand
that
the default be cured
or corrected
within ten days of the notice
,
unless
the City
determines that additional time is reasonably necessary to cure the default . If
Consultant
fails to cure the default within
of the
time specified in
the notice, and the
Consultant
fails to give adequate
written assurance of due performance within
the specified time
, then
the City
may
terminate this Agreement
in accordance with Se
ction 6, or the City may pursue dispute resolution in accordance with Section 7.2 .
7.2. Dispute Resolution
. If any dispute arises between the parties in relation to this Agreement, the Authorized Representatives for each party will meet, in person, as soon as practicable, to engage in a good
faith effort to resolve the dispute informally. If the parties are unable to resolve the dispute, in whole or in part ,
through informal discussions, the parties
agree to participate in mediation
.
Notwithstanding the
existence of a
dispute, the Consultant will continue
providing the Services
during the course of any dispute, unless otherwise
directed
by the City.
7.2.1. Either party may give written notice to the other
party of a request to submit a
dispute to
mediation, and a mediation session must take place within 60 days of the date that such notice is given, or
sooner if reasonably practicable. The parties
wi
ll jointly appoint a mutually acceptable mediator. The parties will
share equally the cos
ts of the
mediator; however, each party will pay its own costs of preparing for and participating in the mediation
,
including any
legal
costs
.
7.2.2. Good faith participation in mediation pursuant
to this Section is a condition
precedent to either
party commenci
ng litigation in relation to the dispute.
In addition, any claims by Consultant arising fr
om or
related to this Agreement
are subject to the claim presentment requirements in the Government Claims Act (Government Code section 900 et seq.).
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8. INFORMATION AND RECORDS
.
8.1. C
onfidentiality
.
Consultant
will
not disclose any information or records related to the performance of this Agreement
,
including information
and records
received from the City, as well as information
and
records
created by the
Consultant
,
to any person other than a City employee, unless
and only to the extent
that
the City
provides
the Consultant
with prior written consent
to make a disclosure.
Consultant
will
notify
the
City
’s Authorized Representative
of any request for discl
osure of information
,
or any actual or potential
disclosure of information
, under this Agreement
.
8.2. T
itle to Records
.
All original
documents or
records (
“
work product
”),
whether paper or
electronic
, required by this Agreement to be
prepared by Consultant (including its employees and
subconsultants), whether complete or in progress, are the property of the City .
Consultant
will
promptly
deliver all such
work product
to the City at the completion of
the
Services
,
upon termination,
or upon demand
by the City.
However,
Consultant
may
make and keep copies of the work product.
8.3. Contract Cost Disclosure
.
For
any document
or report
prepared
in whole or in part by Consultant
pursuant to
this Agreement, Consultant
will
include the number
s and dollar amounts of related contracts or
subcontracts as
further specified
by Government Code Section 7550.
8.4. R
ecords of Performance
. Consultant
will
maintain adequate records of performance
under this
Agreement (including
Services
provided, invoices for payment, and payments received)
and make these
records available
to the City
for inspection, audit, and copying
,
during the
term of this A
greement
and
until
four
years
after
the
Agreement has expired or been terminated
.
8.5. E
lectronic Communications
.
Consultant
will use reasonable good faith efforts to
avoid
transmitting electronic viruses
or other damaging coding
, and will promptly
advise the
City
if
Consultant
discovers
that
a
n
electronic
virus
or similar destructive coding
may have been
transmitted
to the
City
.
8.6. C
opyrights/Patents
.
In performing the Services under
this Agreement, Consultant
will
not
unlawfully infringe on any copyrighted or patented work.
Consultant is solely responsible for the cost of any
authorizations necessary to use any copyrighted or patented work.
9. ACCIDENT REPORT
. If any death, personal injury, or property damage occurs in connection with the performance of
the Services
, Consultant
will
promptly submit to the City Clerk’s Office a written notice of the incident of damage
with the following information:
9.1. A
description of the damage
including
date,
time
,
and location,
and whether any City property
was involved
;
9.2. Name and contact information of any witness;
9.3. Name and
address of
the injured or deceased person(s);
and
9.4. Name and
address
of Con
sultant’s
insurance company.
10. INDEMNIFICATION
. To the full extent permitted by law
,
Consultant
will
indemnify, hold harmless,
release
,
and defend
the
City
(including
its officers,
elected or appointed officials,
employees
, volunteers,
and agents
)
from and against any and all
liability
or
claims (including
actions, demands, damages,
injuries,
settlements
, losses,
or costs
[
including
legal
costs and
attorney's fees
]
)
(collectively, “
Liability
”)
of any
nature, arising out of
, pertaining to, or relati
ng to
Consultant’s
acts or omissions under this Agreement
.
Consistent with Civil Code Section 2782,
Consultant
will
not be obligated to indemnify City for the
proportionate share of
the
Liability
caused by
the City’s
active negligence,
sole
negligence
,
or willful
misconduct.
Consultant’s
indemnification obligation
s under this Agreement
are
not limited by any limitations
of any insurance held by Consultant
, including, but not limited to
,
workers’ compensation insurance
.
11. INSURANCE
. Without limiting Consultant’s indemnification obligations in S
ection 10, Consultant will
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procure
and maintain throughout the period of this Agreement the following policies of insurance and
endorsements
from insurers (if other than the State Compensatio
n Fund) with a current A.M. Best rating of
no less than A:VII or its equivalent against injury/death to persons or damage to property which may arise from or in connection with the activities hereunder of Consultant, its agents, employees or subcontractors :
11.1. General Liability Policy
.
Commercial General Liability Insurance
(CGL)
at least as broad as CG
00 01, covering premises and operations and including but not limited to, owners and contractors protective, product and completed operations, personal and advertising injury and contractual liability coverage with a minimum per oc
currence limit of $1,000,000 covering bodily injury and property damage; General Aggregate limit of $2,000,000; Products and Completed Operations Aggregate limit of $ 2 ,000,000 and
Personal & Advertising Injury limit of $2,000,000, written on an occurrence form
. If the Services involve
explosive, underground or collapse risks, XCU will be included. If a general aggregate limit is used, either the general aggregate limit will apply separately to this Agreement or the general aggregate will be twice the requir
ed occurrence limit.
11.2. Automobile Liability Policy
. Automobile liability insurance with coverage at least as broad as ISO Form numbers CA 0001 06 92, Code 1 (any auto),
covering
use of all owned, non
-
owned, and hired
automobiles and all
vehicles used in the performance of this Agreement with minimum coverage of not less than $1,000,000 per accident, combined single limit
for bodily injury and property damage liability
.
11.3. Workers’
Compensation
. Workers’ Compensation insurance meeting statutory limits of the
Labor
Code
,
and; Employer’s Liability insurance on an “occurrence” basis with a limit of not less than $1,000,000. .
The workers’ compensation policy will contain or be endorsed to contain a waiver of subrogation against the City, its officials, officers, agents, and employees.
11.4. Endorsements
.
The CGL and
automo
bile
liability policies will contain or be endorsed with th
e
following provisions:
11.4.1. T
he City, its officers, elected or appointed officials, employees, volunteers, and agents, are covered as additional insureds for liability arising out of the operations performed by or on behalf of Consultant.
The coverage will contain no special limitatio
ns on the scope of protection afforded to the City, its officers, officials, employees, volunteer
s
,
and agents.
11.4.2. The Consultant’s insurance is
primary and non
-
contributory with respect to all obligations
assumed by Consultant pursuant to this Agreement or
any other services provided. Any insurance carried by
City shall not contribute to, or be excess of insurance maintained by Consultant, nor in any way provide benefit to Consultant, its affiliates, officers, directors, employees, subsidiaries, parent comp any, if any, or agents.
11.4.3. The inclusion of more than one insured will not operate to impair or limit the rights of one insured against another, and the coverage will apply as though separate policies have been issued to each insured.
11.5. All Policies
.
11.5.1. For all insurance policies required under this Agreement, prior to City’s execution of this
Agreement,
Consultant will furnish the City with certificates and original endorsements effecting the required coverage. Each certificate of insurance will state th
at the coverage afforded by the policy or policies will not be reduced, cancelled, or allowed to expire without at least 30 days written notice to City, unless due to non -
payment of premiums, in which case at least 10 days written notice is required. Notic e required under this
subsection will be sent by certified mail. Each required policy will include an endorsement providing that the insurer agrees to waive any right of subrogation it may have against the City. The endorsements will be on forms provided b
y City or as approved by City’s Risk Manager.
11.5.2. Any deductible or self
-
insured retention of $100,000 or more will be disclosed to the City prior
to City’s execution of this Agreement
and is subject to approval by the City.
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11.5.3. If Consultant does not keep all
required insurance policies in full force and effect, the City may, in addition to other remedies under this Agreement, terminate or suspend this Agreement.
The coverage types and limits required pursuant to this Agreement shall in no way limit the liabi lity of
Consultant.
12. CONFLICTS OF INTEREST
. Consultant
warrants
that
as of the Effective Date of this Agreement
it has
no interest and
will
not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of
the Services
. Consultant further
warrants
that in the performance of
the Services
,
Consultant will not employ or enter into a subcontract wi th any
person
or entity
having any such
conflict of
interest.
12.1. Financial Interest
.
Consultant
will
not make or participate in making or in any way attempt to use Consultant’s position to influence a
City
decision in which Consultant knows, or has reason to know, Consultant has a financial interest other than the compensation promised by this Agreement. Consultant represents that
it
has diligently conducted a search and inventory of
its
financial
interests,
as defined in the
regulations promulgated by the Fair Political Practices Commission, and has determined that Consultant does not, to the best of Consultant’s knowledge, have a financial
interest that would conflict with
Consultant’s duties under this Agr
eement. Consultant will immediately
notify
the
City
in writing
if Consultant
learns of a
financial
interest
that
may
conflict with
Consultant’s
obligations under this
Agreement.
12.2. C
ovenant Against Contingent Fees
. Consultant warrants that
it
has not employed
,
retained
, or
entered into a contract with
any person
or entity
, other than a bona fide employee working for the
Consultant, to s
olicit or secure this Agreement;
and that
it
has not paid or agreed to pay any
person
or
entity
, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the making of
this Agreement. For breach or violation of
this warranty, the City
may
void
this Agreement without liability
or any further obligation to Consultant
, or,
alternatively
, may
elect to
deduct from
payments due or to become due to Consultant
, the full amount of
such fee, commission, percentage, brokerage fee, gift, or
other consideration
.
12.3. S
tatement of Economic Interest
. If
the
City determines Consultant
(or any of its employees or
subconsultants)
is subject to disclosure requirements
under the Political Reform Act (Government Code
section
87100
et seq.
), Consultant
(including any required employees or subconsultants)
will
complete and
file a
“
Statement of Economic Interest
” (Form 700)
with the
City
Clerk
’s Office
disclosing
Consultant
’s
financial interests.
13. COMPLIANCE WITH LAW
.
13.1. Legal and Licensing Compliance
.
Consultant
will
comply with all applicable federal, state and
local laws, rules
,
and regulations
related to the
Services
under this Agreement.
Consultant represents and
warrants to City that Consultant has and will keep in effect during the term of this Agreement all licenses (including
,
but not limited to
,
the City of Napa business license), permits, qualifications ,
and approvals of
whatsoever nature which are legally required for Consultant to practice Consultant's profession or perform
the Services
.
13.2. Nondiscrimination
.
At all times during the term of t
his Agreement,
Consultant
will
comply with all
applicable
federal, state, and local
laws, rules, and regulations prohibiting discrimination based on
race,
ethnicity,
color, national origin,
religion, marital status, age, sex, sexual orientation, disability (including any
physical
or mental impairment that substantially limits a major life activity), medical condition,
or
any
protected class.
13.3. T
axes
. Consultant
will
file tax returns
as required by law
and pay all applicable taxes on amounts
paid pursuant to this Agreement
.
Consultant
will
be solely liable and responsible to pay such taxes and
other obligations, including, but not limited to, state and federal income and FICA taxes.
13.4. Provisions Deemed Inserted
. Every provision of law required to be inserted or referenced in this ATTACHMENT 1
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Agreement will be deemed to be inserted or referenced.
14. GENERAL PROVISIONS
.
14.1. Headings
. The heading titles for each
section
of this Agreement are included only as a guide to
the contents and are not to be considered as controlling, enlarging, or restricting the interpretation of the Agreement.
14.2. Severability
. If any term of this Agreement
(including any phrase, provision, covenant, or
condition) is held by a court of competent jurisdiction to be invalid or unenforceable, the Agreement will
be
construed as not containing that term, and the remainder of this Agreement will
remain in full force and
effect; provided, however, this
section
will
not be applied to the extent that it would result in a frustration of the parties’ intent under this Agreement.
14.3. Governing Law, Jurisdiction, and Venue
. The interpretation, validity, a
nd enforcement of this
Agreement
will
be governed and interpreted in accordance with the laws of the State of California. Any suit, claim, or legal proceeding of any kind related to this Agreement will
be filed and heard in a court of
competent jurisdicti
on in the County of Napa.
14.4. Attorney’s Fees
.
If
any
litigation
is commenced to enforce or interpret this Agreement, the prevailing party is entitled to reasonable attorney’s fees, costs, and expenses incurred.
14.5. Assignment and Delegation
. This Agreement
will
not be assigned or transferred
in whole or in
part
, nor
will
any of the Consultant’s duties be delegated without the City ’s prior written consent
. Any attempt
to assign
, transfer,
or delegate this Agreement
, in whole
or any part
,
without the City
’s prior written consent
will
be void and of no force or effect. A
ny
consent by the City to one assignment
, transfer, or delegation
will
not be deemed to be consent to any subsequent assignment , transfer, or delegation
.
14.6. Modif
ications
. This Agreement may not be
amended or
modified orally
.
No amendment or
modification of this Agreement is binding unless it is in a writing signed by both parties.
14.7. Waivers
.
No waiver of a breach
,
default
, or duty under this Agreement will be effective unless it is in writing and signed by the party waiving the breach, default, or duty.
Waiver of a breach
,
default
, or
duty
under this Agreement
will
not constitute a continuing waiver or a waiver of a
ny
subsequent breach
, default,
or duty under
this Agreement.
14.8. Entire Agreement
. This Agreement, including all documents incorporated herein by reference, comprises the entire integrated understanding between the parties concerning the S
ervices. This
Agreeme
nt supersedes all prior negotiations, agreements, and understandings regarding this matter, whether written or oral. The documents incorporated by reference into this Agreement are complementary; what is called for in one is binding as if called for in all .
If any provision in any document attached or
incorporated into this Agreement conflicts or is inconsistent with a provision in the body of this Agreement, the provisions in the body of this Agreement will control over any such conflicting or inconsistent
provisions.
14.9. Interpretation
. Each party to this Agreement has had an opportunity to review the Agreement, and to consult
with
its respective
legal counsel regarding the meaning of the Agreement. Accordingly, Civil Code Section 1654
will not apply
to inte
rpret any uncertainty in the meaning of the Agreement.
[Signature page follows.]
ATTACHMENT 1
DRAFT
Services
Agreement
(General)
Page
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15. SIGNATURES
.
15.1. Counterparts
. This Agreement may be executed in counterparts, each one of which is deemed an original, but all of which together constitute a single instrument.
15.2. Signatures
; Electronic Signatures
. The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the Consultant and the City.
The
p
ar
ties agree that
this Agreement may be executed and transmitted electronically and that electronic signatures shall have the same force and effect as original signatures in accordance with the Electronic Signatures in Global and National Commerce Act, 15 U.
S.C. 7001 et seq.; the California Uniform Electronic Transactions Act, Civil Code Section 1633.1 et seq. and California Government Code Section 16.5.
IN WITNESS WHEREOF, the parties hereto have
executed
this Agreement to be
effective on the Effective
Date
set forth below
.
CITY:
CONSULTANT:
CITY OF NAPA, a California charter city
ABODE SERVICES, a California nonprofit
corporation
By:
By:
Steve Potter, City Manager
Louis Chicoine, Chief Executive Officer
By:
John Reiber, CFO
COUNTERSIGNED:
Joy Riesenberg
, City Auditor
APPROVED AS TO FORM:
Michael W. Barrett, City Attorney
ATTACHMENT 1
DRAFT
Services
Agreement
(General)
Page
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EXHIBIT “A”
SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE
1.0. SCOPE OF SERVICES
. Consultant will perform the Services described in this Exhibit “A,” in accordance with the terms of the Agreement.
General Obligations/ Services
Consultant
will participate fully with
the Napa City
-
County Continuum of Care participants to
assist in
continually building and maintaining a
homeless response system to have a housing resolution
orientation.
As part of the collaborative process,
Consultant
shall do the following:
1. Provide services that are culturally competent, considering th e ethnic, linguistic, and experiential
needs of residents experiencing homelessness, residents experiencing chronic homelessness, and extremely low
-
income individuals and families; and individuals who have disabling conditions and/or experience with the cr
iminal justice system.
2. Implement all programs/operate all sites utilizing the core principles of Housing First and Harm Reduction. This includes actively ‘screening in’ people with criminal justice histories and/or active substance use.
Consultant
shall
not require abstinence for any potential or current clients.
3. Implement all programs/operate all sites in accordance with non -
discrimination, fair housing, and
equal access laws and regulations.
4. Implement all programs/operate all sites with safe and welcomi ng environments for all people
experiencing homelessness, with attention to those who traditionally access shelter services less frequently such as people who identify as Lesbian, Gay, Bisexual, Transgender, and Questioning (LGBTQ), transition age youth, V
eterans, undocumented individuals and families, and those experiencing symptoms related to their mental health disabilities.
5. Ensure accurate and timely data entry into the Homeless Management Information System (HMIS) in alignment with Napa Continuum of Ca
re (CoC) HMIS Policies and Procedures Manual
and written standards.
a.
All encounters should be entered within 3 business days.
6. Prepare monthly reports, as
requested
, that provide both output and outcome data.
7. Participate in regular meetings and forums such
as the CoC, Point
-
in
-
Time (PIT) counts, and
other community meetings.
8. Receive referrals and prioritize people for services through the Napa CoC Coordinated Entry System.
Outreach Services
The
Consultant’s
Outreach Team’s goals are to build trust and rapport with clients. The Outreach team shall conduct outreach activities in/on the streets, encampments, under bridges and freeways, jail, residential treatment centers,
at shelters and day centers in Napa Co
unty
and any other place
where homeless individuals may reside or congregate throughout Napa County.
Outreach activities
should be prioritized in the City of
Napa but
shall be made available based on need and request to
other jurisdictions within the Count
y of Napa.
When engaging with residents experiencing
unsheltered homelessness, the Outreach team often provides basic needs such as: clothing, sleeping bags, food, etc. Individuals experiencing unsheltered homelessness may remain unsheltered for a myriad
of factors, including: mental health/substance abuse disorders, attachment to pets not allowed in shelter, previous negative experience in shelter(s), and comfort or concern with living in a low -
barrier shelter environment.
Consultant
will arrange training
for the Outreach team on motivational
interviewing, harm reduction models, strengths
-
based interventions and other applicable best
practices to best support the needs of homeless individuals and families and work to connect them to needed services includi
ng food, healthcare and housing navigation
.
ATTACHMENT 1
DRAFT
Services
Agreement
(General)
Page
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Key responsibilities include
:
1. Partner
ing
with local law enforcement departments, the
City of Napa, the
County
of Napa, and
on
-
request, the other
Cities and Towns in Napa County, OLE Health, and other
public service
agencies with the intention of reducing costly emergency services, and connecting those who are open to services to the appropriate resources.
2. Connect
ing
with homeless individuals not engaged in case management/health services through mobile
outreach and drop
-
in centers.
a.
Administer Coordinated Entry System (CES) assessment tool for prioritization of housing and services.
b.
Assemble basic housing paperwork for entry into housing and services.
3. Coordinat
ing
outreach services with services provide
d by the City/ County, such as Alcohol and
Drug Services, Mental Health Services, and Public Health/Communicable Disease Prevention Services, as well as with services provided by community -
based organizations such as family
shelter, domestic violence servi
ces, and health clinics.
a.
Link
ing
these individuals to primary and behavioral health care services.
b.
Connect
ing
individuals to short and long
-
term housing options.
4. Coordinat
ing
discharge planning with staff from jail, residential treatment and other institut ional
settings.
5. Connect
ing
people experiencing homelessness to coordinated entry system in the field .
Mental Health Clinician
The Mental Health Clinician is a staff person who work
s
with participants experiencing homelessness,
who reside outside the shelter.
This person seeks to provide many opportunities to positively and thoughtfully engage with individuals experiencing the symptoms of mental health conditions with the aim of ulti
mately stabilizing their health conditions and getting them housed. The Mental Health Clinician will both provide services to a caseload of individuals experiencing homeless who have behavioral healthcare or other complex health needs and will provide supp
ort to the other outreach team members while in the
field or at the South Napa Shelter to engage with and support individuals who are experiencing mental health challenges and have more complex needs.
Consultant
’s
Outreach Manager is a
pre
-
licensed social worker, who receives ongoing support and clinical supervision from a licensed clinician (LCSW or LMFT). Through these interactions, our Outreach Manager will receive specific direction around complex client situations or best practices for working with
a client who is experiencing mental health, struggling with trauma and/or who may be exhibiting safety risks.
Partnering with Public Entities
Consultant
shall maintain a system for public entity partners to notify the Consultant
team o
f any issues or
concerns regarding interactions with specific individuals experiencing homelessness in the community.
Through use of a secure and encrypted email account, local public safety organizations, City/County divisions, and other public service a
gencies may contact the Outreach team with information pertaining to the description of individuals and households experiencing homelessness and location, pertinent information about contact with them, the individual and a description/or descriptions of an y specific
problematic behaviors of concern.
The team shall respond to requests by going to the location identified in the email within two business days. The team will follow up with the sender, cc’ing the Deputy City Manager,
confirming contact and a
brief description of follow up (i.e. will continue to outreach to area, etc.). Without an appropriate release, Consultant
will not share, through this communication system, any HIPAA protected information including, but not limited to, name, date of birth
, social security number, any form of diagnosis (including substance ATTACHMENT 1
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abuse or use), or treatment.
Additionally, the team may help to inform individuals and households experiencing homelessness when action by the police and/or other public service agencies
may be imminent. It is not the Outreach team’s
responsibility to
force people to leave or move, but instead to present them with choices, including information about possible consequences for not leaving or moving, help develop plans to remedy the issue
at hand, and provide support to follow through with those plans.
The parties shall continually collaborate with public safety organizations to refine existing protocols for identifying and referring individuals currently involved in the Napa County and City criminal justice
systems.
Consultant
shall work with partners to design and implement processes for coordinating access to housing and services for justice
-
involved individuals.
ATTACHMENT 1
DRAFT
Services
Agreement
(General)
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EXHIBIT “B”
COMPENSATION RATES AND CHARGES
July 1, 202
3 -
June 30, 202
4 1. AUTHORIZED
ANNUAL PERSONNEL
RATES:
Notwithstanding the requirements of Section 2.2 of the Agreement, the Consultant is not required to identify hourly rates for services performed under th
is Agreement. Rather, the Consultant will submit invoices to the City based on
the following
position allocations
,
including leave times,
for which, upon approval by the City’s
Authorized Representative, the City will pay the Consultant within 30 days after approval of each invoice, subject to the not
-
to
-
exceed limit in Section 2
.1
of the Agreement:
Position:
Annual Personnel Maximum
Director of Housing and Services (0.
3 FTE)
$
34,500
Outreach/Housing Navigation Manager (1.0 FTE)
$
77,900
Clinical Supervisor (0.10 FTE)
$
10,250
Mental Health Clinician/Outreach Worker (1.0 FTE)
$
64,363
Lead Outreach Worker (1.0 FTE)
$
60,008
Family
Outreach Worker/Navigator (1.0 FTE)
$
60,000
Peer Outreach Worker (1.0 FTE)
$
52,000
Outreach Workers (2.0 FTE)
$
120,016
2. AUTHORIZED EXPENSES AND RATES:
Consultant will be reimbursed for
actual
costs incurred to provide the Services only as
follows and subject to
the not
-
to
-
exceed limit in Section 2
.1
of the Agreement:
Expense:
Reimbursement Rate:
Maximum Total:
Employee Benefits
25% or less of Employee Costs
$
119,759
Training
Actual Costs
$
1,000
Recruitment
Actual Costs
$1
50 Equipment & Furnishings
Actual Cost
$
5 ,000
Travel
IRS Mileage Rate
$
2 ,000
Telephone/Communications
Actual Cost
$
3 ,
810
Utilities and License Fees
Actual Cost
$
4,780
Office Supplies
Actual Cost
$1,000
Client Gap/
Program Supplies
Actual Cost
$
5,000
Vehicle Depreciation/Expenses
Actual Cost/Depreciation Schedule
$25,000
Storage Costs
Actual Cost
$50,000
Indirect Expenses
Actual Cost
$
104,480
The Deputy City Manager may approve line
-
item budget adjustments in writing,
subject to the not
-
to exceed
limit in Section 2.1 of the Agreement.
ATTACHMENT 1
DRAFT
Services
Agreement
(General)
Page
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EXHIBIT “
C
”
Funding Sources and Revenue Agreements
Funding Source Name
Type of Funding Source
CFDA #
Contractual Amount
Emergency Solution
Grant
Federal, passed
through
State
14.231
$200,000
American Rescue Plan
Act
Federal
21.027
$150,000
Permanent Local
Housing Allocation
State
N/A
$
47,740
Community Based
Transitional Housing
Program
State to County to City
of Napa
N/A
$
64,000
Homeless Housing,
Assistance and
Prevention
State to City of Napa
N/A
$
289,276
County General Fund
County General Fund
contracted to City of
Napa
N/A
$50,000
ATTACHMENT 1