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AGREEMENT FOR SERVICES OF
INDEPENDENT CONTRACTOR
BETWEEN
CITY OF RICHMOND
AND
PUBLIC HEALTH INSTITUTE
THIS AGREEMENT (“Agreement”) is made and entered into effective upon the signing by all parties (“Effective Date”) by and between City of Richmond, (“Partner”) and the Public Health Institute (“PHI”), a California nonprofit public benefit corporation.
RECITALS
A. The Public Health Institute administers the CivicSpark program as part of the federal AmeriCorps program. PHI provides capacity building services to local organizations through project implementation activities performed by AmeriCorps Members (“CivicSpark Fellows” or “Fellows”). Fellows can only work on contracted and allowable service activities. CivicSpark will provide this service to the Partner by conducting assessments, implementing planning or action projects, engaging volunteers, and transferring knowledge to Partner’s staff.
B. Partner desires to engage PHI to provide certain services through the CivicSpark program. PHI desires to provide those services and to be compensated accordingly.
C. Partner and PHI enter into this Agreement in order to memorialize the terms concerning PHI performance of the services and Partner's obligations with respect thereto.
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual agreements set forth herein, Partner and PHI hereby covenant and agree as follows:
AGREEMENT
1. PHI’s Scope of Services. During the term of this Agreement, PHI agrees to perform the services described in Exhibit B - Scope of Services, (“Services”) attached hereto and incorporated herein. The project for which the services are provided must align with the performance measures and may not involve any of the prohibited activities set forth in Exhibit A – Contracted Performance Measures and Prohibited Activities attached hereto and incorporated herein.
2. Partner’s Responsibilities. During the term of this Agreement, Partner agrees to perform the responsibilities and roles as described in Exhibit C – Partner Responsibilities, attached hereto and incorporated herein, as such responsibilities and roles relate to Partner’s participation in the CivicSpark program.
3. Compensation; Reimbursable Expenses. For the Services provided by PHI under this Agreement, Partner shall pay PHI the compensation set forth in Exhibit D – Compensation, Billing, and Term attached hereto and incorporated herein.
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4. Term. The term of this Agreement shall commence on October 1, 2026 and terminate on December 31, 2027, unless earlier terminated as provided in Section 5.
5. Termination. This Agreement may be terminated prior to the end of the Term upon the bankruptcy or insolvency of either party or upon 30 days’ written notice by the terminating party to the nonterminating party.
If either party defaults in the performance of this Agreement or materially breaches any of its provisions, the non-breaching party may terminate the Agreement by giving written notice to the breaching party.
Termination will take effect immediately on receipt of notice by the breaching party or five days after mailing of notice, whichever occurs first. For purposes of this provision, material breach of this Agreement includes, but is not limited to, the following: (a) Partner’s failure to pay PHI any compensation due within 30 days after written demand for payment; (b) PHI’s failure to perform the Services as provided in this Agreement, not including a Fellow unable to provide services for the full contract duration and a suitable replacement cannot be provided; (c) Partner offering employment to the Fellow that is substantially similar to their CivicSpark scope of work, with a start date prior to the service year-end date as described in Exhibit C(1)(j); or (d) either party’s material breach of any representation or agreement contained in this Agreement.
6. Excuse of Performance. PHI's obligation to perform the services specified in this Agreement shall be excused if the performance is prevented or substantially delayed due to circumstances not caused, in whole or in part, by PHI, including any such circumstances caused by Partner.
7. Independent Contractor. It is the express intention of the parties that PHI is an independent contractor and not an employee, agent, joint venturer, or partner of Partner. Nothing in this Agreement shall be interpreted or construed as creating or establishing a relationship of employer and employee between Partner and PHI or any employee or agent of PHI. Both parties acknowledge that PHI may retain the services of others to assist it but that such persons as Fellows and PHI’s employees are not Partner employees for any purpose. PHI further agrees that it shall be exclusively responsible for payment of compensation and benefits to any Fellow and PHI employee it retains and shall be liable for all taxes required to be reported and remitted to appropriate tax authorities.
8. Insurance. PHI agrees to maintain insurance in accordance with the insurance requirements set forth in Exhibit _F__, which are attached hereto and incorporated herein.
9. Indemnification. To the extent limited by applicable law, each party to this Agreement (“Indemnitor”) shall defend, indemnify, defend and hold harmless the other party (“Indemnitee”) and its directors, officers, agents, contractors, volunteers, and employees, from and against any and all liabilities and claims, including attorney’s fees and other legal expenses. arising directly or indirectly from any act or failure by the Indemnitor of or in any way related to the Indemnitor’s performance of this Agreement or representations made in this Agreement. The Indemnitor is not responsible for the acts or omissions of the Indemnitee and nothing herein shall be construed to require the Indemnitor to indemnify the Indemnitee for the acts or omissions of the Indemnitee. This provision shall survive the termination of this Agreement.
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10. Ownership of Documents. Ownership of any designs, plans, maps, reports, specifications, drawings, and other information or items produced by PHI while performing Services under this Agreement will be assigned to and owned jointly by PHI and Partner. The original of all reports, memoranda, studies, plans, specifications, drawings, materials, exhibits, maps or other similar or related documents prepared by PHI in the performance of the Services for Partner shall be the joint property of PHI and Partner.
11. Notices. All legal notices or other communications required to be given hereunder shall be in writing and shall be deemed to have been given if: (1) personally delivered then on the date of personal delivery; (2), if mailed by certified mail, postage prepaid, return receipt requested, then three (3) business days after mailing and shall be addressed as follows:
To PHI (if legal): Office of General Counsel
Public Health Institute
1950 Franklin Street #600
Oakland, CA 94612
Any notices related to post-award management shall be in writing and sent via electronic mail. Notice will be deemed to have been given when sent by electronic mail upon the sender’s receipt of acknowledgement from the intended recipient.
To PHI (if other) CivicSpark
Public Health Institute
[email protected]
To Partner: Samantha Carr
City of Richmond
450 Civic Center Plaza
Richmond, CA, 94804
(510) 620-5407
[email protected]
Either party may change its address by giving written notice thereof to the other party.
12. Attorneys' Fees. The party prevailing in any action at law or in equity necessary to enforce or interpret the terms of this Agreement shall be entitled to reasonable attorney's fees, costs, and necessary disbursements in addition to any other relief to which that party may be entitled.
13. Governing Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California, without giving effect to principles of conflicts of laws. Any suit, action or legal proceeding arising out of this Agreement shall be submitted to a state or federal court sitting in Alameda County, California, which will have exclusive jurisdiction and venue over the dispute and to which jurisdiction the parties irrevocably submit.
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14. Entire Agreement; Amendments. This Agreement contains all of the agreements of the parties hereto with respect to the matters contained herein and no prior or contemporaneous agreement or understanding, oral or written, pertaining to any such matters shall be effective for any purpose. No provision of this Agreement may be amended or added to except by an agreement in writing signed by the parties hereto or their respective successors in interest. In particular, neither party may vary the scope of services described in Exhibit B – Scope of Services or responsibilities in Exhibit C – Partner Responsibilities except as expressly agreed to in writing by the other party. The budgets for direct labor and expenses are based on the Services described in Exhibit B – Scope of Services and any modification may affect direct labor costs and project expenses and must be approved in writing by Partner
15. Headings. The headings of this Agreement are for purposes of reference only and shall not limit or define the meaning of the provisions of this Agreement.
16. Severability. If, for any reason, any provision or partial provision of this Agreement is held invalid, such invalidity shall not affect the remainder of such provision or any other provision of this Agreement not so held invalid, and each other provision, or portion thereof, shall, to the full extent consistent with law, continue in full force and effect.
17. Waiver. The waiver of any breach of any provision hereunder by any party hereto shall not be deemed to be a waiver of any preceding or subsequent breach hereunder.
18. Warranty of Authority. Each of the undersigned hereby warrants that he/she has authority on behalf of his or her principal to execute this Agreement and to bind such principal to the terms hereof.
19. Counterparts. This Agreement may be executed by electronic or hard-copy signature and in counterparts, each of which shall be deemed to be one and the same instrument. The exchange of executed copies of this Agreement by facsimile, email or other electronic transmission will constitute effective execution and delivery of this Agreement for all purposes. Signatures of the parties transmitted by such methods will be treated in all respects as having the same effect as an original signature.
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Dated as of the Effective Date as fully executed.
PARTNER:
City of Richmond
Signature: _________________________________
Printed Name: ______________________________
Title: _____________________________________
Date: _____________________________________
Public Health Institute:
Public Health Institute, a California nonprofit public benefit corporation Signature: _________________________________
Printed Name: ______________________________
Title: _____________________________________
Date: _____________________________________
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Exhibit A
Contracted Performance Measures and Policies
PHI has contracted with AmeriCorps to implement CivicSpark as an AmeriCorps program. Fellows can only work on service outlined in performance measures approved by AmeriCorps and must abide by Federal guidelines for AmeriCorps program implementation. Performance measures define how CivicSpark will provide service to Partner by: conducting assessments; implementing planning, research or implementation projects; engaging volunteers; and transferring knowledge to Partner staff. The project scope in Exhibit B must align with the measures below:
1) Capacity Building for Local Service Recipients – Fellows’ direct service hours should be spent building capacity for local service recipients to address their relative needs with regard to specific issues (e.g., community planning, energy, transportation, water, housing, public safety, etc.). Fellows will address these needs by assisting one or more local service recipients to develop or implement projects that they would otherwise not be able to complete. Capacity building will be delivered in 3 stages, including: (1) gap assessments; (2) research, planning, and implementation service projects; and (3) transition of knowledge. 2) Volunteer Engagement – All Fellows should have the opportunity to build further capacity by engaging, recruiting, and supporting volunteers. Volunteers may be engaged as either one-time volunteers (e.g., – volunteers to assist for a specific event such as Earth Day or service activities) or as on-going volunteers such as interns).
3) Training and Professional Development for Fellows – Fellows can spend up to 20% of their service year on training. Specific hours are outlined in Exhibit D based on the length of the service term. Training includes the three-day orientation at the start of the service year, mid-year training symposium, regular monthly trainings, and professional development and networking opportunities. Training hours ensure that Fellows have the training and tools they need to succeed in their service work and to grow as professionals.
The majority of the work provided by CivicSpark to Partner via direct service only involves the first measure (Capacity Building). The second and third measures are predominantly met through training, service and professional development activities provided to the Fellows by PHI. Some activities that occur while working with local government beneficiaries or other project partners may be considered training and professional development, such as networking events and trainings conducted by or attended in partnership with Partner.
Prohibited Activities: Federal guidelines further restrict certain activities, which cannot be engaged in by CivicSpark Fellows or Supervisors while charging time to the AmeriCorps program, accumulating service or training hours, or otherwise performing activities supported by the CivicSpark program or AmeriCorps, this includes direct fundraising or grant writing which are not allowable activities in CivicSpark. In addition to only working on contracted performance measure service activities, the following activities are prohibited (see 45 CFR § 2520.65):
1. Attempting to influence legislation;
2. Organizing or engaging in protests, petitions, boycotts, or strikes;
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4. Impairing existing contracts for services or collective bargaining agreements;
5. Engaging in partisan political activities, or other activities designed to influence the outcome of an election to any public office;
6. Participating in, or endorsing, events or activities that are likely to include advocacy for or against political parties, political platforms, political candidates, proposed legislation, or elected officials;
7. Engaging in religious instruction, conducting worship services, providing instruction as part of a program that includes mandatory religious instruction or worship, constructing or operating facilities devoted to religious instruction or worship, maintaining facilities primarily or inherently devoted to religious instruction or worship, or engaging in any form of religious proselytization;
8. Providing a direct benefit to—
(1) A business organized for profit;
(2) A labor union;
(3) A partisan political organization;
(4) A nonprofit organization that fails to comply with the restrictions contained in section 501(c)(3) of the Internal Revenue Code of 1986 except that nothing in these provisions shall be construed to prevent participants from engaging in advocacy activities undertaken at their own initiative; and
(5) An organization engaged in the religious activities described above, unless AmeriCorps assistance is not used to support those religious activities;
9. Conducting a voter registration drive or using AmeriCorps funds to conduct a voter registration drive;
10. Providing abortion services or referrals for receipt of such services; and
11. Such other activities as AmeriCorps may prohibit.
Fellows, like other private citizens, may participate in the above listed activities on their own time, at their own expense, and on their own initiative. However, the AmeriCorps logo must not be worn while doing so.
Reasonable Accommodations: Per Federal Guidelines and PHI policies, the CivicSpark programs and activities must follow equal opportunity employment requirements and be accessible to persons with disabilities by providing reasonable accommodation. In support of this:
1. PHI and Partner will comply with Equal Opportunity Employment guidelines.
2. PHI and Partner will endeavor to make reasonable accommodations to known physical or mental limitations of qualified AmeriCorps members with disabilities unless the accommodation would impose an undue hardship on the program operations.
3. PHI and Partner will endeavor to accommodate the sincere religious beliefs of AmeriCorps Members to the extent such accommodation does not pose an undue hardship on the Organization's operations.
4. PHI and Partner will not allow any form of retaliation against individuals who raise issues of equal employment opportunity or reasonable accommodation.
Non-Duplication and Non-Displacement: Federal guidelines further restrict engagement of CivicSpark For PHI Internal use
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Fellows to duplicate or displace staff (see 45 CFR § 2540.100(e)-(f), noted below) (1) Nonduplication. AmeriCorps assistance may not be used to duplicate an activity that is already available in the locality of a program. And, unless the requirements of paragraph (2) of this section are met, AmeriCorps assistance will not be provided to a private nonprofit entity to conduct activities that are the same or substantially equivalent to activities provided by a State or local government agency in which such entity resides.
(2) Nondisplacement.
(i) An employer may not displace an employee or position, including partial displacement such as reduction in hours, wages, or employment benefits, as a result of the use by such employer of a participant in a program receiving AmeriCorps assistance. (ii) An organization may not displace a volunteer by using a participant in a program receiving AmeriCorps assistance.
(iii) A service opportunity will not be created under this chapter that will infringe in any manner on the promotional opportunity of an employed individual. (iv) A participant in a program receiving AmeriCorps assistance may not perform any services or duties or engage in activities that would otherwise be performed by an employee as part of the assigned duties of such employee. (v) A participant in any program receiving assistance under this chapter may not perform any services or duties, or engage in activities, that—
1. Will supplant the hiring of employed workers; or
2. Are services, duties, or activities with respect to which an individual has recall rights pursuant to a collective bargaining agreement or applicable personnel procedures.
(vi) A participant in any program receiving assistance under this chapter may not perform services or duties that have been performed by or were assigned to any— i. Presently employed worker;
ii. Employee who recently resigned or was discharged;
iii. Employee who is subject to a reduction in force or who has recall rights pursuant to a collective bargaining agreement or applicable personnel procedures; iv. Employee who is on leave (terminal, temporary, vacation, emergency, or sick); or
v. Employee who is on strike or who is being locked out.
Labor Union Concurrence: In following non-duplication and non-displacement AmeriCorps policies as noted above, the Partner must obtain the written concurrence of any local labor organization(s) representing employees of the Partner who are engaged in the same or substantially similar work as that proposed to be carried out by the Fellow in Exhibit B if they:
1. Will serve as a placement site for AmeriCorps members (Fellows);
2. Has employees engaged in the same or substantially similar work as that proposed to be carried out by AmeriCorps members; and
3. Those employees are represented by a local labor organization.
Written concurrence can be in the form of a letter or e- mail from the local union leadership. Written concurrence should be included along with this contract if applicable.
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Partner is not required to obtain labor organization concurrence if:
1. There are no local labor organizations representing employees of the Partner who are engaged in the same or substantially similar work as that proposed to be carried out; or
2. Partner is not required to consult with labor organizations, because there are no appropriate local labor organizations representing employees in the area who are engaged in the same or similar work as that proposed to be carried out by the Fellow.
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Non-Harassment and Civil Rights Policy:
Program Civil Rights and Non-Harassment Policy
Advancing civil rights and equal opportunity is the responsibility of the whole of government, and AmeriCorps is committed to these principles, including treating all persons who participate in our programs with dignity and respect. The service environments demand that AmeriCorps maintains a zero tolerance for unlawful harassment or discrimination against any individual or groups engaged in national service.
AmeriCorps expects the same commitment from all recipients (Recipients) of services, programs, and benefits; including service members, volunteers, associated individuals, organizations, programs, and projects. This policy is incorporated by reference into the terms and conditions for AmeriCorps Recipients, inclusive of sub-grantees.
Recipients are expected to notify service members and volunteers of their rights under this policy.
In accordance with applicable laws and regulations, AmeriCorps prohibits all forms of discrimination and harassment based on the protected categories of race, color, national origin, sex, age, religion, sexual orientation, disability (mental or physical), political affiliation, marital or parental status, pregnancy, reprisal, genetic information (including family medical history), or military service. All entities receiving federal financial assistance from AmeriCorps; and all programs, services, and benefits administered by such entities; must be free from all forms of discrimination and harassment. Harassment is any unwelcome conduct or conduct done in reprisal for opposing discrimination or participating in the discrimination complaint process, when such behavior has the purpose or effect of interfering with service performance or creating an intimidating, hostile, or offensive service environment.
Harassment may include slurs and other verbal or physical conduct relating to an individual’s sex, race, ethnicity, religion, sexual orientation, or any other legally protected category. Examples of harassing conduct include, but are not limited to: explicit or implicit demands for sexual favors; pressure to engage in a romantic relationship or for dates; deliberate touching of another person without consent; leaning over or cornering a person; repeated offensive teasing, jokes, remarks, or questions; unwanted letters, text messages, emails, or phone calls; distribution or display of offensive materials, including on social media; offensive looks or gestures; and/or sexual, racial, ethnic, or religious baiting. Harassment can also include physical assault or other threatening behavior, as well as other demeaning, debasing, or abusive comments or actions that intimidate.
AmeriCorps does not tolerate discrimination and harassment from anyone, including Recipients; AmeriCorps employees and supervisors; project or site employees and supervisors; project or site non-employees (e.g., contractors or clients of a project or site); or national service participants. Harassment is unacceptable in AmeriCorps offices or campuses and in other service-related settings such as convenings, training sessions, service sites, and at service-related social events, whether in-person or online.
Any discrimination or harassment, when substantiated, will result in corrective action, up to and including removal or termination of any individual engaging in such misconduct. AmeriCorps Recipients permitting discrimination or harassment in violation of this policy will be subject to a finding of non-compliance, which may result in termination of federal financial assistance.
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Recipients are expected to take prompt action to effectively address service member and volunteer complaints.
Recipients must immediately investigate complaints of discrimination or harassment and take appropriate measures to remedy the situation. Supervisors and managers of AmeriCorps programs and projects; when made aware of alleged discrimination or harassment by employees, service members and volunteers, or any other associated individuals; must report the matter to the personnel in the Recipient’s organization who are responsible for investigating such claims or AmeriCorps’ Office of Civil Rights (OCR). OCR conducts service member and volunteer discrimination and harassment inquiries.
AmeriCorps prohibits any retaliatory action against a person who raises discrimination or harassment concerns.
Service members and volunteers who believe they have been subjected to treatment in violation of any civil rights laws, regulations, or this policy, or have been subject to retaliation for opposing discrimination or participating in discrimination complaint proceedings (e.g., filing a complaint or acting as a witness) in any AmeriCorps program or project, may contact the OCR at (202) 606-7503 or [email protected]. Recipients must contact OCR within 30 calendar days of an occurrence of discrimination or harassing conduct to initiate an inquiry in the civil rights complaint process.
Service members and volunteers are not required to use a program, project, or sponsor dispute resolution process before contacting OCR. While Recipients are expected to take prompt action to effectively address service member and volunteer complaints, Recipients cannot institute policies requiring any such matters be handled “in house.” If a service member or volunteer chooses to pursue another dispute resolution or complaint procedure, it does not suspend the 30 calendar-day time limit for contacting OCR. Discrimination and harassment claims that are not brought to the attention of OCR within 30 calendar days of the occurrence may not be accepted for investigation if a formal complaint of discrimination is filed.
Service members, volunteers, grantees, sub-grantees, and Recipients may contact OCR at [email protected] for information or assistance. Further details on AmeriCorps’ civil rights complaint process can be found at 45 C.F.R.
Part 1225.
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Exhibit B
Scope of Services
PHI will perform the following services:
1) General Program Responsibilities
a. Provide clear guidelines to Fellows regarding AmeriCorps regulations and expectations. b. Recruit and train Fellows to provide capacity building services for the region. c. Work to provide support and guidance for Fellows, addressing any concerns that might develop during the service year.
d. Hold Fellows accountable for the desired service results and work with Fellows on their professional development and behavior.
e. Manage local government beneficiary and/or other partner service contracts. f. Share outcomes from service with Partner.
2) Fellow Responsibilities
a. Pass a state, national, and National Sex Offender Public Website (NSOPW) criminal history background check before starting their service year. b. Participate in a 3-day program orientation and commit to attending regularly scheduled monthly training and professional activities hosted by the program, as well as up to four in-person service days per year.
c. Serve an average of 37 hours per week for:
i. Full-Time Fellows: Up to 11 months, serving a minimum of 1,700 total hours, with at least 1300 hours dedicated to Partner project activities (see below). ii. Three-Quarter Time Fellows: Up to 8 months, serving a minimum of 1,200 total hours, with at least 920 hours dedicated to Partner project activities (see below). d. Comply with guidelines for performance measures and abide by regulations on prohibited activities described in Exhibit A above.
e. Complete accurate project reporting in a timely manner as required by AmeriCorps, including: assessments, implementation, hours served, volunteers recruited and supported, and transition of knowledge to local governments. f. Avoid participation in prohibited activities.
g. Identify as a Fellow and wear AmeriCorps lapel pins or gear during service hours. 3) Project Specific Scope of Work:
This project will support the City of Richmond, specifically the Environmental and Health Initiatives Division, to reduce greenhouse gas emissions and improve local air quality through the implementation of the climate action plan strategies and City Council Priorities and Plans. This may include establishing tools, templates, and data management practices that improve the City’s ongoing capacity to track emissions, monitor progress, and update climate strategies over time.
The fellow will work on three primary projects and support with other various tasks as assigned. The three primary projects will be:
1. Update the Climate Action Plan and its pages on Transparent Richmond a. Project Goal: create a strategy, timeline, research and list of applicable laws for incorporation, partner and outreach list, and release an RFP for a consultant to support.
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a. Project Goal: Develop comprehensive updated Richmond Greenhouse Gas Emission Inventory
3. Advance and expand access to renewable energy generation a. Project Goal: Outreach and host workshop for no cost solar, energy efficiency, and other related topics
Work on these three primary projects will be in addition to additional duties and tasks as they become known.
Exhibit C
Partner Responsibilities
Partner will perform the following services:
(1) Support Responsibilities
(a) Support Fellow recruitment by advertising your open placement through appropriate channels and networks (e.g., websites, newsletters, social media, job boards, etc.) (b) Identify one staff member to act as the “Site Supervisor” for the project, and point person for both the Fellow and CivicSpark staff. At the time of this agreement, the Partner staff member assigned as Site Supervisor for the Fellow during their term of service is: Samantha Carr, Environmental
Manager,[email protected]
(c) Site Supervisor shall support project implementation and professional development by:
(i) Setting aside at least 1 hour/week to check in with each Fellow and provide assistance for each approved project.
(ii) Familiarizing Fellows to the host organization (including safety procedures and protocols), resources, and project scope.
(iii) Completing an initial performance assessment of each Fellow (survey and goal setting) within 1 month of the start of the service year; conducting a mid-year performance review; and completing a final performance review survey prior to the end of the service year.
(iv) Seeking opportunities to integrate Fellows’ professional goals into project activities.
(v) As appropriate, facilitating Fellows’ transition at the end of their service year by introducing Fellows to relevant colleagues and networks. (vi) Provide adequate professional workspace for Fellows within the office (e.g., desk, computer, phone, etc.), and ensure that site and workplace are accessible to individuals with disabilities if needed. The Partner’s office address is: 450 Civic Center Plaza, Richmond, CA, 94804
1. Provide a laptop or equivalent computer if Fellow(s) will be teleserving from home on a regular basis (e.g. hybrid schedule).
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2. If needed due to any other emergency reason, be able to support partial virtual service for Fellows (e.g., remote access to files, plans for virtual check-in and support, technology support for remote work)
(d) Develop defined project scope(s) and identify goals to be completed in an agreed upon timeframe.
(i) Ensure key staff for each defined project completes a pre-service capacity assessment survey before the start of the service year and a post-service capacity assessment towards the end of the year.
(ii) Ensure key staff for each defined project participates in a project interview early on in the service year (within the first 3-4 weeks), a part of the CivicSpark gap assessment process.
(e) Support implementation of project(s) consistent with scope above and in line with CivicSpark program goals (including supporting volunteer engagement activities and participating in transitional event)
(f) Keep CivicSpark program staff and/or other PHI staff apprised of project developments and/or challenges, and working to redefine project scope(s) and goals as necessary.
(g) If challenges arise (related to professionalism, work products, etc.) provide specific written feedback to the Fellow and share with PHI staff in a timely manner so PHI staff can assess the challenges and intervene as needed. (h) Assist with occasional site visits to Partner by PHI staff and potentially AmeriCorps agency or state service commission staff if required as part of a monitoring event. (i) Not displace Partner staff or volunteers through the use of CivicSpark Fellows, nor have CivicSpark Fellows perform any services or duties that would supplant the hiring of employed workers.
(j) Not offer the CivicSpark Fellow part- or full-time employment that is substantially similar to their CivicSpark scope of work, with a start date prior to the service yearend date. Such circumstances would constitute a material breach of this Agreement as described under 5. Termination above, and Partner would remain responsible for paying any remaining amounts due under this Agreement had the Fellow completed their project with the Partner.
(2) Reporting Responsibilities
(a) Complete applications for CivicSpark projects, identifying at least one but preferably 2-3 projects for the fellow to assist in building capacity. (b) Ensure a staff person involved in the project from each local government beneficiary completes a pre-service capacity assessment survey before the start of the service year and a post-service capacity assessment towards the end of the year. The pre-service survey defines goals for the project and establishes a baseline perspective on issues relevant to the specific project issue (e.g., community planning, energy, transportation, water, housing, safety, etc.). The post-service survey evaluates the degree to which the Fellows’ work made progress toward the goals and baselines established in the pre-service capacity assessment survey. (c) Ensure a staff person involved in the project from each local government beneficiary participates in a project interview early on in the service year (within the first 3-4 weeks), a part of the CivicSpark gap assessment process.
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(d) Submit Fellow performance assessments on time, as described above. (e) Complete any additional project reporting defined as necessary. (f) Allow CivicSpark to share results of all reporting with the state service commission and AmeriCorps, for required grant reporting.
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Exhibit D
Compensation, Billing, and Term
This is a firm fixed price agreement and compensation will be provided as described in this Exhibit.
Costs, total project hours1, additional prep-hours and travel budget for support options on a per-Fellow basis are defined below.
PHI will receive no more than $37,500 for 1 Fellow(s) for performing the services set forth in this Agreement.
Number of Fellows: Cost Per Fellow Total Costs
Full Time Fellows: 1
$37,500
$44,000 (returning fellow) $37,500
Three-Quarter Time
Fellows: [x] $28,500 [x]
Total $37,500
Full-Time Per Fellow Benefits (1,700 total hours)
Costs $37,500/Fellow
Additional $6,500/Fellow for 2nd Year Fellows Returning to the Same Site Project Support 11 Months, 1,360+ project hours
Additional Benefits Up to 340 training and professional development hours and other service activities provided by CivicSpark program staff.
Timeframe October 5, 2026 – September 3, 2027 (Orientation: October 5-7, 2026) Three-Quarter Time Per Fellow Benefits (1,200 total hours) Costs $28,500/Fellow
Project Support 8 Months, 960+ project hours
Additional Benefits Up to 240 training and professional development hours and other service activities provided by CivicSpark program staff.
Timeframe January 11, 2027 – September 3, 2027 (Orientation: January 11-13, 2027)
PAYMENT OPTION
Lump Sum Payment
The Partner shall make a one-time, lump sum payment to PHI that covers the entirety of the amount due for services to be performed. Lump Sum payment is due at contract signing. If for some reason Fellow is unable to provide services for the full contract duration (e.g., a Fellow leaves the program for medical or personal reasons and a suitable replacement cannot be provided), Partner is responsible for the full contract amount regardless of hours of service actually provided. Partner must inform PHI prior to the project start if they need invoices to include specific format, tasks, billing codes, or other details. 1 Note that project hours include all project related activities as well as basic administrative tasks related to CivicSpark service (e.g., completing timecards, progress reports, project related communications with PHI staff, etc.).
For PHI Internal use
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Partner Billing Contact Details & Instructions
Partner Organization Billing Address:
Main Billing Contact
Name: Yahna Williamson
Title: Management Analyst
Email Address: [email protected]
Phone: (510) 620-6574
Billing Contact #2
Name: Samantha [email protected]
Title: Environmental Manager
Email Address: [email protected]
Phone: (510)620-5407
Special Instructions for Invoicing (if any): also include this email when sending the invoice, Accounts Payable <[email protected]> .
For PHI Internal use
CS App ID XXXX PHI00XXXX - XXXX Page 18 of 18
DocID #78488v1
Exhibit E
Reimbursable Expenses
PHI does not cover project-related expenses related to the service project. All project-related expenses are the responsibility of the Partner. This can occur by 1) Partner paying for these expenses directly; or 2) Partner has the Fellow pay for expenses themselves, and then reimburses Fellow for such expenses.
Expenses that the Partner should plan for include mileage, meals, event fees, and any other expenses needed for the Fellow to implement the project. Fellows should not incur expenses relating to the project unless the Partner has funds to cover such expenses.