TEST TEST METHOD(S)1 UNIT PRICE ($)
AGGREGATE TESTS
Sieve Analysis – Coarse (without wash)
Sieve Analysis – Fine (including wash)
Sieve Analysis – Coarse and Fine Combined
Percent Passing No. 200 Sieve
Specific Gravity and Absorption, Coarse
Specific Gravity and Absorption, Fine
Organic Impurities in Sand
Unit Weight, Loose or Rodded
Sand Equivalent
Crushed Particles (fractured faces) (per sieve size)
Flat and Elongated Particles (per sieve size)
Clay Lumps and Friable Particles
Los Angeles Abrasion Test
Durability Index
Durability, Coarse or Fine
Cleanness Value
Mortar Sand Strength
C136, CTM 202, T27
C136, CTM 202, T27
C136, CTM 202, T27
C117, T11
C127
C128
C40
C29
CTM 217, D2419
CTM 205, D5821
D4791
C142
C131, C535
CTM 229, D3744
CTM 229, D3744
CTM 227
CTM 515, C87
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
125.00
145.00
230.00
105.00
150.00
175.00
100.00
100.00
180.00
105.00
105.00
200.00
260.00
290.00
145.00
145.00
775.00
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
CONCRETE/MASONRY TESTS
Concrete Compression (including mold)
Mortar Compression (including mold)
Grout Compression (including mold)
CLSM Compression (including mold)
Concrete Core Compression
Shotcrete Core Compression (including coring)
Core Height (Length/Thickness)
Modulus of Elasticity
Flexural Strength, Beam
Laboratory Trial Batch (incl. 9 compression tests)
Concrete Drying Shrinkage (set of 3)
Sample Cutting and Trimming (1/4 hour minimum)
CMU Dimension Verification
CMU Moisture Absorption/Unit Weight/Moisture
CMU Block Compression
CMU Composite Prism Compression
CMU Core Shear
C39
C780
C1019
D4832
C42
C1604
C1542
C469
C78
C192
C157 (Mod)
C140
C140
C140
C1314
CBC 2105A.4/5
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
50.00 50.00
100.00
70.00 70.00
125.00
15.00 350.00
105.00
2,060.00
515.00
100.00
75.00 75.00
110.00
200.00
60.00 Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Each
Hour
Each
Each
Each
Each
Each
ASPHALT CONCRETE TESTS
Solvent Extraction, % Asphalt
Gradation of Extracted Aggregate
Unit Weight of Core or Briquette
Thickness of Core
Theoretical Maximum Specific Gravity (Rice Method)
AC Moisture Content
AC Air Void Determination
AC VFA Determination
AC VMA Determination
D2172, T164
D5444, T30
CTM 308, D2726,
D1188, T166, T275
D3549
D2041, CTM 309, T209
CTM 370, T329
D3203, T269
MS-2
MS-2
$
$
$
$
$
$
$
$
$
300.00
180.00
75.00 15.00
180.00
55.00 55.00
55.00 55.00
Each
Each
Each
Each
Each
Each
Each
Each
Each
MISCELLANEOUS
Fireproofing Density Test
Non-Masonry Mortar/Grout Compression Test
E605
C579
$
$
125.00
50.00 Each
Each
Bend and Tensile Test (up to #11 bar) $ 225.00 Each
8
SSPC QP5 Certified
Celebrating Thirty-Eight Years of Experience & Integrity
May 6, 2025
Jeff Inferrrera
ICM Group, Inc.
21 E. Natomas St. #150
Folsom, Ca 95630
Subject: 2025 Rate sheet - City of Roseville On-Call CM and Inspection Services
Bay Area Coating Consultants, Inc. will provide AMPP Certified Specialty Inspectors for Coating and Concrete Inspections for the City of Roseville specification requirements. The Inspector will be tasked to ensure the surface preparation meets the contract specifications and the linings are applied as per the manufacture’s recommendations. BACC will provide an AMPP Certified inspector to observe the mixing, surface preparation, application of the coating system, and final required testing. BACC will provide daily reports on the surface preparation, testing, and coating operations. BACC will follow all SSPC, NACE, AMPP, ICRI, AWWA, and ASTM current guidelines and standards. All reports will be e-mailed to you for your review. All BACC employees are confined space certified and lead awareness trained, scaffolding trained, and fit tested. The Contractor shall be responsible for safe entry into confined spaces.
Building/Construction Inspector Tester – Group 4
DIR Public Works Contractor (PWC) Registration No 1000005228 Expiries 6/30/2026 State of California Small Business (Micro) Public works Certification No. 61256 Expires 11/30/2026 State of California Small Business Public Works Certification No. 2005005 Expires 3/31/2026 SSPC QP-5 Certified Inspection Firm Certification 3/31/2026
Regular rate Overtime Double time Truck/equipment
$134.85 per hour $202.27 per hour $269.70 per hour $10.20 per hour *Four hour minimum
*24 Hour call out notification
* Yearly 5% price escalation
*These rates are valid until June 30, 2026
Please call if you have any questions or if you want to further discuss the information contained inside this rate sheet.
Respectfully Submitted,
Austin Darrimon
Vice President
Bay Area Coating Consultant Inc.
www.bayareacoating.com
9
RESOLUTION NO. 25-225
APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND KENNEDY/JENKS CONSULTANTS, INC.,
AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT
ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement for on-call construction management and inspection services, by and between the City of Roseville and Kennedy/Jenks Consultants, Inc., has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.
BE IT FURTHER RESOLVED, that the City Manager or his or her designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council, or until staff determines that continuing with this consultant is not in the best interest of the City.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 20 , by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx ;06/09/2025]
ON-CALL PROFESSIONAL SERVICES AGRE EMENT
Environmental Utilities On-Call Construction Management and Inspection Services THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and Kennedy/Jenks Consultants, Inc., a California corporation (“CONSULTANT”); and W I T N E S S E T H:
WHEREAS, CITY issued Request for Proposal # 08-159 for professional services consisting of on-call construction management and inspection services for Environmental Utilities; and
WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated May 8, 2025, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional construction management and inspection services on an on-call basis.
NO
W, THEREFORE, the parties agree as follows:
1. Ter m. The term of this Agreement shall commence upon execution and expire on June 30, 2026. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 2 (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.
2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one, or more than one consultant from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.
3. Compensation. For its services pr ovided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed four hundred thousand dollars ($400,000) for the initial term. Total compensation for optional renewal years of this Agreement shall not exceed four hundred thousand dollars ($400,000) per year. Total compensation for the initial term and all optional renewal years shall not exceed two million dollars ($2,000,000).
Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 3 CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.
4. Indemnification. To the fullest ex tent allowed by law, CONSULTANT shall defend, indemnify, and save and hold harmless CITY, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of CONSULTANT's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from CITY's sole negligence or willful misconduct. The parties intend that this provision shall be broadly construed.
CONSULTANT agrees to defend and in demnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.
CONSULTANT’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 4 5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement.
COVERAGE LIMITS OF LIABILITY
Workers’ Compensation Statutory
Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate
Personal Injury:
$1,000,000 each occurrence
$2,000,000 aggregate
Automobile Liability $1,000,000 combined single limit
Professional Liability (errors and $1,000,000 per claim omissions) $2,000,000 aggregate
a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 5 insurance coverage requirements and limits shall be available to the additional insureds.
Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater. c. Cancellation/Modification. CONS ULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. e. Subcontractors. CONS ULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.
Furthermore, CONSULTANT shall require its subcontractors to agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under this Agreement. Additionally, CONSULTANT shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, regardless of tier. A copy of CITY’s indemnity and insurance provisions will be furnished to the subcontractor or tertiary subcontractor upon request.
f. Self-Insured Retentions. All se lf-insured retentions (“SIR”) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 6 Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. Waiver of Subrogation. CONS ULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. Liability/Remedies. Insurance cove rage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.
6. Records. CONSULTANT and its subc ontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 7 hereunder and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or expiration of this Agreement. CONSULTANT shall include this provision in its contracts with all subcontractors.
7. Prevailing Wages. When applicable , for purposes of this Agreement, CONSULTANT and its subcontractors shall comply with all applicable prevailing wage laws, e.g., but not limited to, California Labor Code Sections 1770 et seq. In accordance with said Section 1775, CONSULTANT shall forfeit as a penalty to the City two hundred dollars ($200) for each calendar day or portion thereof for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any work done on-site under the Agreement by CONSULTANT or by any subcontractor in violation of the provisions of the Labor Code and in particular, Labor Code Sections 1770 to 1780, inclusive. In addition to said penalty and pursuant to said Section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage shall be paid to each worker by CONSULTANT or the applicable subcontractor.
Pursuant to the provisions of Californi a Labor Code Section 1773, the contracting department has identified the source, stated below, of the general prevailing rate of wages applicable to the site to be done, for straight time, overtime, and holiday work. The holiday wage rate listed shall be applicable to all holidays recognized in the collective bargaining agreement of the particular craft, classification or type of worker concerned. These wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 8 Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.
8. Contractor Registration. No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this Agreement, CONSULTANT and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations. CONSULTANT is hereby notified that this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
9. Time is of the Essence. Time is of the essence of this Agreement.
10. Compliance with Laws. CONSULTANT sh all comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.
11. Public Contracts: Conflicts of Inte rest. CONSULTANT’s duties and services under this Agreement shall not include preparing or assisting CITY with any portion of the CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 9 CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Agreement.
12. The Levine Act Disclosure. The Levine Act (Govt. Code, Section 84308) requires a Party (and its agent(s), if any) to a Proceeding before the City of Roseville that involves any action or consideration related to their contract, license, permit, or other entitlement for use, to disclose any campaign contributions made to CITY elected or appointed officers totaling more than $250 within the twelve (12) months prior to the CITY decision and while a proceeding is pending, and includes certain prohibitions on contribution activity thereafter. If applicable campaign contributions have been made by CONSULTANT and/or its agent(s), CONSULTANT is responsible for compliance, including for its disclosure obligations, if any, as further described at:
https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act.
13. Ability to Perform. CONSULTANT agr ees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.
14. Governing Agreement. In the event of any conflict between this Agreement and its EXHIBITS, the provisions of this Agreement shall govern. In the event of any conflict between any of the EXHIBITS, the provisions of the first in order of attachment shall govern.
15. Assignment. CONSULTANT is employe d to perform unique personal services.
CONSULTANT shall not assign this Agreement without the prior written consent of CITY.
CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 10 16. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.
CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.
17. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage,
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 11 brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.
18. Successors in Interest. This Ag reement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.
19. Copyright, Ownership and Use of Material s. All tangible material (“Material”) created or delivered pursuant to this Agreement is considered a work made for hire under the Copyright Act. To the extent such Material does not qualify as a work made for hire, CONSULTANT hereby assigns to CITY all right, title, and interest, including but not limited to all copyrights, in all Material created by CONSULTANT in its performance under this Agreement. Material constitutes the scope of work outlined in Exhibit A and attached hereto, and all written and other tangible expressions, including but not limited to, drawings (including computer aided drawings), papers, documents, reports, surveys, renderings, exhibits, sketches, maps, models, prints, paintings or photographs, in any and all media or formats in which such materials have been created or are maintained. All Material furnished by CONSULTANT is, and shall remain, the property of CITY.
CONSULTANT shall execute any documents necessary to effectuate such assignment.
In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 12 20. Termination of Agreement. CITY ma y terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.
CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. CONSULTANT understands that continuation of this Agreement past June 30th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all Material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any MATERIAL, notwithstanding any termination or any dispute regarding the amount to be paid.
21. Attorney’s Fees; Venue; Governing La w. If either party commences any legal action against the other party arising out of this Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.
22. Modification. This Agreement and e ach provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.
23. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 13 24. Notices. Any notices to parties requi red by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:
CITY OF ROSEVILLE CONSULTANT
City of Roseville Kennedy/Jenks Consultants, Inc.
Attn: Rana Moore Attn: Ron Esmilla
2005 Hilltop Circle 2882 Pros pect Park Drive, Suite 240 Roseville, CA 95747 Rancho Cordova, CA 95670
Either party may amend its address for notice by giving notice to the other party in writing.
25. Integrated Agreement. This is an in tegrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.
IN WITNESS WHEREOF, the City of Rosev ille, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 20__, and CONSULTANT has caused this Agreement to be executed.
CITY OF ROSEVILLE, a KENNEDY/JENKS CONSULTANTS,
municipal corporation IN C., a California corporation BY:_______________________________ BY: _______________________________ DOMINICK CASEY its: _______________________________ City Manager
a n d
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
___________________________________________________________________________________ ___________ __ __________________Edward C. Yang, PE, Vice President
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025] 14 ATTEST:
BY: _______________________________
its: _______________________________
BY:_______________________________
CARMEN AVALOS
City Clerk
APPROVED AS TO FORM:
BY: _______________________________
MICHELLE SHEIDENBERGER
City Attorney
APPROVED AS TO SUBSTANCE:
BY: _______________________________
SEAN BIGLEY
Environmental Utilities Director
Karla LaFitte, Assistant Secretary
Assistant Environmental Utilities Director
for
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025]
EXHIBIT “A”
Exhibit A Page 1
EXHIBIT A
CITY OF ROSEVILLE
ENVIRONMENTAL UTILITIES ON-CALL CONSTRUCTION MANAGEMENT
AND INSPECTION SERVICES
1.0 SCOPE OF SERVICES
The On-Call Construction Management & Inspection Services Contract may involve the following scope of services areas provided to the Environmental Utilities Department on an as needed task order basis. Projects assigned to Consultants may be located within the City of Roseville and may be associated with any of the Environmental Utilities’ water, wastewater, or recycled water facilities. Specific project work activities will be managed by an assigned Project Manager within the Environmental Utilities Department.
1.1 Construction Management Project Management
The following are minimum expected deliverables and project management responsibilities expected of the consultant.
a. Monthly invoicing with summary of work performed, issues identified, and table showing percent spent versus percent complete for the task order assignment.
b. Contractor schedule evaluation and tracking (actual vs. planned progress). c. Coordination and communications between City, Contractor, Design Consultant, and with external utility representatives.
d. Coordination and communications with City inspection support staff including:
i. Wastewater and Water Utility assigned staff members which will be assigned to the project to provide utility coordination.
ii. Technical Services Engineer/Project Manager which will be assigned to the project part time to support efforts with traffic control, encroachment permit submittals, and other required City coordination.
e. Development, implementation and submittal of a quality control plan for the required work included with the Consultant’s scope of work.
1.2 Pre-Construction Phase
The Consultant shall visit and become familiar with the project site and associated construction areas. Consultant shall review the project documents and become familiar with the following:
a. Contract documents including but not limited to construction contract, drawings and specifications b. Phasing, scheduling, and sequencing of construction. c. Local, state, and federal regulations pertaining to the project d. City policy and procedure
e. Environmental documents and required mitigation measures
Exhibit A Page 2
Consultant may attend a kick-off meeting with the City Project Manager and/or the Design Engineer to become familiar with the scope of work and the City’s construction management and inspection procedure. Consultant may be asked to attend a pre-construction conference and/or public information meetings.
Scope under this task may also involve the Consultant providing constructability review of design documents prior to contractor procurement, and/or providing input on development of front-end specifications.
1.3 Construction Contract Administration
a. Records management. Consultant to propose records management system as appropriate for each project scale. At a minimum consultant will be required to track and manage submittals, RFIs, change events and other CM data management activities on each project.
b. Lead and document the weekly progress meetings.
c. Coordinate, lead and document site meetings with the Contractor, Design Engineer and City staff as necessary.
d. Develop and maintain equipment and labor tracking logs. e. Review of Contractor’s contract execution for compliance with Contract Document requirements. f. Review of Contractor’s pay requests (including certified payroll and labor compliance) and make recommendations to City as to acceptability of request. g. Review and routing of Contractor’s submittals for compliance with Contract Documents. h. Review and routing of Contractor’s requests for information (RFIs) and either provide information from Contract Documents back to the Contractor or route response from Design Engineer for resolution. i. Routing of Design Engineer’s revised documents to the Contractor. j. Tracking and review of Contractor’s record drawing changes. The Consultant shall be responsible for verifying that all as-builts have been accurately updated, for work conducted during each payment cycle, prior to submitting the Contractors payment request. The Consultant shall include a signed certification with each payment cycle, indicating that the as-builts submitted during the cycle, accurately reflect the construction modifications from the design plans set.
k. Communication with Contractor regarding acceptability of work. l. Coordination with the Contractor regarding testing and start-up. m. Review of Contractor’s quality assurance materials testing services. n. Review of Contractor’s compliance with all regulatory permits and mitigation measures. o. Review of Contractor’s compliance with workplace safety and health standards and notification to City of non-compliance.
1.4 Change Management
a. Review of submittals in support, and recommendations for resolution, of claims and disputes. b. Investigation and inspection of site conditions that differ from those described in the Contract Documents. c. Development of change order requests.
d. Review and evaluation of contractor contract change order submittals. e. Coordination of approval of change orders to City prior to authorizing Contractor to perform work.
Exhibit A Page 3
1.5 Field Inspections
Consultant to provide field inspection staff capable of inspecting civil, mechanical, architectural, structural, electrical, and process and instrumentation construction. a. Review and inspection of Contractor’s work for compliance with Contract Documents on a daily basis. b. Review and monitoring of corrective actions taken by Contractor needed to fix work that is not in compliance with the Contract Documents.
c. Completion of field inspection diaries.
d. Maintaining digital labeled and logged photographic records of construction in progress. e. Review of Contractor’s compliance with workplace safety and health standards and notification to City of non-compliance; and
f. Review of Contractor’s survey layouts.
1.6 Specialty Inspections
Consultant to provide and coordinate with their subcontractors for the following types of specialty inspections as needed for the project:
a. Concrete Inspection
b. Welding Inspection
c. Coating Inspection (i.e. potable water tanks, recycled water tanks, metal components) d. Structural Inspections (i.e. rebar, masonry, roofing) e. Other, as required
1.7 Final Completion Services
a. Provide coordination, review of submittals and oversight for system disinfection, testing, commissioning and start-up.
b. Site inspection to determine if facilities are complete and in compliance with Contract Documents. c. Coordinate with the Contractor to ensure that all the required submittals including operations and maintenance manuals, warranties, bonds, lien release information and record drawing have been submitted and approved.
d. Coordination and scheduling of construction walk-through, and final inspection with the City, Contractor and Design Engineer.
e. Preparation of punch list and inspection of punch list item corrective actions. f. Final review submittals (in consultation with the Design Engineer) of any as-built drawings made by the Contractor during construction.
g. Recommendation to City as to the release of payments and retention to Contractor. h. Preparation and submittal of a complete set of organized construction contract records.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\Kennedy Jenks Agreement.docx; 06/09/2025]
EXHIBIT “B”
Client/Address: City of Roseville
311 Vernon Street
Roseville, CA 95678
Contract/Proposal Date: Environmental Utilities On-Call Construction Management and Inspection Services
Custom Schedule of Charges Date: May 8, 2025
PERSONNEL COMPENSATION
Classification Hourly Rate
Principal In Charge ........................................................................................................... .$317 Project Manager / Quality Assurance Manager ...................................................................$285 Construction Manager .......................................................................................................$25 0 Resident Engineer ............................................................................................................. $236 Civil / Mechanical Inspector* ..............................................................................................$21 3 Electrical / Instrumentation Inspector* ................................................................................$213 Document Control .............................................................................................................$ 189 Startup & Commissioning ..................................................................................................$285 Safety Officer ................................................................................................................ ....$241 Project Assistant ............................................................................................................. ..$120
(*) Prevailing Wage (California) Note that M-F the employee is paid at straight time for up to 8 hours per day of work. Overtime hours are paid at 1.5 times that rate. Saturdays are paid at 1.5 times the straight time rate.
Sundays are paid at 2.0 times the straight time rate. The above prevailing wage billing rates will be adjusted as appropriate.
Direct Expenses
Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus five percent for items such as:
a. Consultants, soils engineers, surveyors, contractors, materials testing, specialty inspection firms and other outside services.
Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost for items such as:
a. Maps, photographs, 3rd party reprod uctions, 3rd party printing, equipment rental, and special supplies related to the work.
b. Project specific telecommunications and delivery charges. c. Special fees, insurance, permits, and licenses applicable to the work. d. Outside computer processing, computation, and proprietary programs purchased for the work. e. Rented vehicles, local public transportation and ta xis, travel, accommodations and subsistence.
Reimbursement for vehicles used in connection with the work will be at the federally approved mileage rates or at a negotiated monthly rate.
Rates for professional staff for legal proceedings or as expert witnesses will be at rates one and one-half times the Hourly Rates specified above.
Excise and gross receipts taxes, if any, will be added as a direct expense.
The foregoing Schedule of Charges is incorporated into the agreement for the services provided, effective May 8, 2025, through June 30, 2026. After June 30, 2026, invoices will reflect a 4% increase for the period of July 1, 2026, through June 30, 2027. After June 30, 2027, invoices will reflect a 4% increase for the period of July 1, 2027, through June 30, 2028.
RESOLUTION NO. 25-226
APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND MCK AMERICAS INC., AND
AUTHORIZING THE CITY MANAGER TO EXECUTE IT
ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement for on-call construction management and inspection services, by and between the City of Roseville and MCK Americas Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.
BE IT FURTHER RESOLVED, that the City Manager or his or her designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council, or until staff determines that continuing with this consultant is not in the best interest of the City.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 20 , by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx ;06/09/2025]
ON-CAL L PROFESSIONAL SERVICES AGREEMENT
Environmental Utilities On-Call Construction Management and Inspection Services T
HIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and MCK Americas Inc., a California corporation (“CONSULTANT”); and
W I T N E S S E T H:
W
HEREAS, CITY issued Request for Proposal # 08-159 for professional services consisting of on-call construction management and inspection services for Environmental Utilities; and
WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated May 8, 2025, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional construction management and inspection services on an on-call basis.
N
OW, THEREFORE, the parties agree as follows:
1. T erm. The term of this Agreement shall commence upon execution and expire on June 30, 2026. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 2 (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.
2. S ervices. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one, or more than one consultant from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.
3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed four hundred thousand dollars ($400,000) for the initial term. Total compensation for optional renewal years of this Agreement shall not exceed four hundred thousand dollars ($400,000) per year. Total compensation for the initial term and all optional renewal years shall not exceed two million dollars ($2,000,000).
Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.
Chief Fin
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 3 C ONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.
4 . Indemnification. To the fullest extent allowed by law, CONSULTANT shall defend, indemnify, and save and hold harmless CITY, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of CONSULTANT's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from CITY's sole negligence or willful misconduct. The parties intend that this provision shall be broadly construed.
C ONSULTANT agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.
CONSULTANT’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 4 5. I nsurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement.
COVERAGE LIMITS OF LIABILITY
W
orkers’ Compensation Statutory
C
ommercial General Liability $1,000,000 each occurrence
$2,000,000 aggregate
Personal Injury:
$1,000,000 each occurrence
$2,000,000 aggregate
A
utomobile Liability $1,000,000 combined single limit
P
rofessional Liability (errors and $1,000,000 per claim
omissions) $2,000,000 aggregate
a. Fo rm. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds . CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum C
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 5 insurance coverage requirements and limits shall be available to the additional insureds.
Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater. c. C ancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. U mbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.
Furthermore, CONSULTANT shall require its subcontractors to agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under this Agreement. Additionally, CONSULTANT shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, regardless of tier. A copy of CITY’s indemnity and insurance provisions will be furnished to the subcontractor or tertiary subcontractor upon request.
f. S elf-Insured Retentions. All self-insured retentions (“SIR”) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.
Chief Financial
text here
C
C
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 6 Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. W aiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. L iability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.
6 . Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 7 hereunder and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or expiration of this Agreement. CONSULTANT shall include this provision in its contracts with all subcontractors.
7. P revailing Wages. When applicable, for purposes of this Agreement, CONSULTANT and its subcontractors shall comply with all applicable prevailing wage laws, e.g., but not limited to, California Labor Code Sections 1770 et seq. In accordance with said Section 1775, CONSULTANT shall forfeit as a penalty to the City two hundred dollars ($200) for each calendar day or portion thereof for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any work done on-site under the Agreement by CONSULTANT or by any subcontractor in violation of the provisions of the Labor Code and in particular, Labor Code Sections 1770 to 1780, inclusive. In addition to said penalty and pursuant to said Section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage shall be paid to each worker by CONSULTANT or the applicable subcontractor.
P ursuant to the provisions of California Labor Code Section 1773, the contracting department has identified the source, stated below, of the general prevailing rate of wages applicable to the site to be done, for straight time, overtime, and holiday work. The holiday wage rate listed shall be applicable to all holidays recognized in the collective bargaining agreement of the particular craft, classification or type of worker concerned. These wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 8 Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, w
hich forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.
8. Contractor Registration. No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this Agreement, CONSULTANT and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations. CONSULTANT is hereby notified that this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
9. T ime is of the Essence. Time is of the essence of this Agreement.
10. C ompliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.
11. P ublic Contracts: Conflicts of Interest. CONSULTANT’s duties and services under this Agreement shall not include preparing or assisting CITY with any portion of the CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.
Cief Fin
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 9 CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Agreement.
12. T he Levine Act Disclosure. The Levine Act (Govt. Code, Section 84308) requires a Party (and its agent(s), if any) to a Proceeding before the City of Roseville that involves any action or consideration related to their contract, license, permit, or other entitlement for use, to disclose any campaign contributions made to CITY elected or appointed officers totaling more than $250 within the twelve (12) months prior to the CITY decision and while a proceeding is pending, and includes certain prohibitions on contribution activity thereafter. If applicable campaign contributions have been made by CONSULTANT and/or its agent(s), CONSULTANT is responsible for compliance, including for its disclosure obligations, if any, as further described at:
https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act. 1 3. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement. 1 4. Governing Agreement. In the event of any conflict between this Agreement and its EXHIBITS, the provisions of this Agreement shall govern. In the event of any conflict between any of the EXHIBITS, the provisions of the first in order of attachment shall govern. 1 5. Assignment. CONSULTANT is employed to perform unique personal services.
CONSULTANT shall not assign this Agreement without the prior written consent of CITY.
CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 10 1 6. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.
C ONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.
1 7. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage,
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 11 brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.
1 8. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto. 1 9. Copyright, Ownership and Use of Materials. All tangible material ( “Material”) created or delivered pursuant to this Agreement is considered a work made for hire under the Copyright Act. To the extent such Material does not qualify as a work made for hire, CONSULTANT hereby assigns to CITY all right, title, and interest, including but not limited to all copyrights, in all Material created by CONSULTANT in its performance under this Agreement. Material constitutes the scope of work outlined in Exhibit A and attached hereto, and all written and other tangible expressions, including but not limited to, drawings (including computer aided drawings), papers, documents, reports, surveys, renderings, exhibits, sketches, maps, models, prints, paintings or photographs, in any and all media or formats in which such materials have been created or are maintained. All Material furnished by CONSULTANT is, and shall remain, the property of CITY.
C ONSULTANT shall execute any documents necessary to effectuate such assignment.
In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 12 20. Termination of Agreement. CITY may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.
CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. CONSULTANT understands that continuation of this Agreement past June 30
th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all Material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any MATERIAL, notwithstanding any termination or any dispute regarding the amount to be paid.
21. Attorney’s Fees; Venue; Governing Law. I f either party commences any legal action against the other party arising out of this Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.
22. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.
23. S everability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole.
Chien
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 13 24. Not ices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:
CIT Y OF ROSEVILLE CONSULTANT
City o
f Roseville MCK Americas Inc.
Attn: Rana Moore Attn: Brendan McDevitt
2005 Hilltop Circle 1614 19th Street, Suite B
Roseville, CA 95747 Sacramento, CA 95811
Eit
her party may amend its address for notice by giving notice to the other party in writing.
25. Int egrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.
IN
WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 20__, and CONSULTANT has caused this Agreement to be executed.
CITY OF ROSEVILLE, a MCK AMERICAS INC., a California
municipal corporation corporation
BY:
_______________________________ BY: _______________________________ DOMINICK CASEY its: _______________________________
City Manager
and
[SI
GNATURES CONTINUED ON FOLLOWING PAGE]
Chief Executive Officer
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025] 14 ATTEST:
BY: _______________________________
its: _______________________________
BY:_______________________________
CAR
MEN AVALOS
City Clerk
APPROVED AS
TO FORM:
BY: _______________________________
MI
CHELLE SHEIDENBERGER
City Attorney
APPROVED AS
TO SUBSTANCE:
BY: _______________________________
SE
AN BIGLEY
Environmental Utilities Director
Chief Financial Officer
Assistant Environmental Utilities Director
for
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\MCK Agreement.docx; 06/09/2025]
EXHIBIT “A”
Exhibit A Page 1
EXHIBIT A
CITY OF ROSEVILLE
ENVIRONMENTAL UTILITIES ON-CALL CONSTRUCTION MANAGEMENT
AND INSPECTION SERVICES
1.0 SCOPE OF SERVICES
The On-Call Construction Management & Inspection Services Contract may involve the following scope of services areas provided to the Environmental Utilities Department on an as needed task order basis. Projects assigned to Consultants may be located within the City of Roseville and may be associated with any of the Environmental Utilities’ water, wastewater, or recycled water facilities. Specific project work activities will be managed by an assigned Project Manager within the Environmental Utilities Department.
1.1 Construction Management Project Management
The following are minimum expected deliverables and project management responsibilities expected of the consultant.
a. Monthly invoicing with summary of work performed, issues identified, and table showing percent spent versus percent complete for the task order assignment.
b. Contractor schedule evaluation and tracking (actual vs. planned progress). c. Coordination and communications between City, Contractor, Design Consultant, and with external utility representatives.
d. Coordination and communications with City inspection support staff including:
i. Wastewater and Water Utility assigned staff members which will be assigned to the project to provide utility coordination.
ii. Technical Services Engineer/Project Manager which will be assigned to the project part time to support efforts with traffic control, encroachment permit submittals, and other required City coordination.
e. Development, implementation and submittal of a quality control plan for the required work included with the Consultant’s scope of work.
1.2 Pre-Construction Phase
The Consultant shall visit and become familiar with the project site and associated construction areas. Consultant shall review the project documents and become familiar with the following:
a. Contract documents including but not limited to construction contract, drawings and specifications b. Phasing, scheduling, and sequencing of construction. c. Local, state, and federal regulations pertaining to the project d. City policy and procedure
e. Environmental documents and required mitigation measures
Exhibit A Page 2
Consultant may attend a kick-off meeting with the City Project Manager and/or the Design Engineer to become familiar with the scope of work and the City’s construction management and inspection procedure. Consultant may be asked to attend a pre-construction conference and/or public information meetings.
Scope under this task may also involve the Consultant providing constructability review of design documents prior to contractor procurement, and/or providing input on development of front-end specifications.
1.3 Construction Contract Administration
a. Records management. Consultant to propose records management system as appropriate for each project scale. At a minimum consultant will be required to track and manage submittals, RFIs, change events and other CM data management activities on each project.
b. Lead and document the weekly progress meetings.
c. Coordinate, lead and document site meetings with the Contractor, Design Engineer and City staff as necessary.
d. Develop and maintain equipment and labor tracking logs. e. Review of Contractor’s contract execution for compliance with Contract Document requirements. f. Review of Contractor’s pay requests (including certified payroll and labor compliance) and make recommendations to City as to acceptability of request. g. Review and routing of Contractor’s submittals for compliance with Contract Documents. h. Review and routing of Contractor’s requests for information (RFIs) and either provide information from Contract Documents back to the Contractor or route response from Design Engineer for resolution. i. Routing of Design Engineer’s revised documents to the Contractor. j. Tracking and review of Contractor’s record drawing changes. The Consultant shall be responsible for verifying that all as-builts have been accurately updated, for work conducted during each payment cycle, prior to submitting the Contractors payment request. The Consultant shall include a signed certification with each payment cycle, indicating that the as-builts submitted during the cycle, accurately reflect the construction modifications from the design plans set.
k. Communication with Contractor regarding acceptability of work. l. Coordination with the Contractor regarding testing and start-up. m. Review of Contractor’s quality assurance materials testing services. n. Review of Contractor’s compliance with all regulatory permits and mitigation measures. o. Review of Contractor’s compliance with workplace safety and health standards and notification to City of non-compliance.
1.4 Change Management
a. Review of submittals in support, and recommendations for resolution, of claims and disputes. b. Investigation and inspection of site conditions that differ from those described in the Contract Documents. c. Development of change order requests.
d. Review and evaluation of contractor contract change order submittals. e. Coordination of approval of change orders to City prior to authorizing Contractor to perform work.
Exhibit A Page 3
1.5 Field Inspections
Consultant to provide field inspection staff capable of inspecting civil, mechanical, architectural, structural, electrical, and process and instrumentation construction. a. Review and inspection of Contractor’s work for compliance with Contract Documents on a daily basis. b. Review and monitoring of corrective actions taken by Contractor needed to fix work that is not in compliance with the Contract Documents.
c. Completion of field inspection diaries.
d. Maintaining digital labeled and logged photographic records of construction in progress. e. Review of Contractor’s compliance with workplace safety and health standards and notification to City of non-compliance; and
f. Review of Contractor’s survey layouts.
1.6 Specialty Inspections
Consultant to provide and coordinate with their subcontractors for the following types of specialty inspections as needed for the project:
a. Concrete Inspection
b. Welding Inspection
c. Coating Inspection (i.e. potable water tanks, recycled water tanks, metal components) d. Structural Inspections (i.e. rebar, masonry, roofing) e. Other, as required
1.7 Final Completion Services
a. Provide coordination, review of submittals and oversight for system disinfection, testing, commissioning and start-up.
b. Site inspection to determine if facilities are complete and in compliance with Contract Documents. c. Coordinate with the Contractor to ensure that all the required submittals including operations and maintenance manuals, warranties, bonds, lien release information and record drawing have been submitted and approved.
d. Coordination and scheduling of construction walk-through, and final inspection with the City, Contractor and Design Engineer.
e. Preparation of punch list and inspection of punch list item corrective actions. f. Final review submittals (in consultation with the Design Engineer) of any as-built drawings made by the Contractor during construction.
g. Recommendation to City as to the release of payments and retention to Contractor. h. Preparation and submittal of a complete set of organized construction contract records.
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EXHIBIT “B”
* 2% increase per year to all rates starting in July 2026 *INCLUDES MCK 5% MARKUP
* 2% increase per year to all rates starting in July 2026 **truck / equipment = $10.20/hour if applicable
171.88$
Inspector II 169.56$
Inspector III
Fully Burdened Rate
Construction Manager 190.46$
Role
213.69$
Construction Manager 190.46$
Senior Construction Manager
-$
Inspector I 164.91$
Inspector IV 176.53$
141.49$
MCK AMERICAS (PRIME)
BAY AREA COATINGS
Role Fully Burdened Rate
Coatings Inspector
MCK Markup on subconsultants = 5%
Ninyo & Moore | City of Roseville, Environmental Utilities On-Call Construction Management And Inspection Services | P08 -03110 | May 2, 2025 CA15 PW
Schedule of Fees
Hourly Charges for Personnel
Professional Staff
Principal Engineer/Geologist/Environmental Scientist/Certified Industrial Hygienist ........................................................ $ 220 Senior Engineer/Geologist/Environmental Scientist ........................................................................................................... $ 210 Senior Project Engineer/Geologist/Environmental Scientist ............................................................................................... $ 200 Project Engineer/Geologist/Environmental Scientist .......................................................................................................... $ 195 Senior Staff Engineer/Geologist/Environmental Scientist ................................................................................................... $ 180 Staff Engineer/Geologist/Environmental Scientist .............................................................................................................. $ 165 GIS Analyst .......................................................................................................................................................................... $ 145 Technical Illustrator/CAD Operator ..................................................................................................................................... $ 120 Field Staff
Certified Asbestos/Lead Technician .................................................................................................................................... $ 200 Field Operations Manager ................................................................................................................................................... $ 130 Nondestructive Examination Technician (UT, MT, LP) ........................................................................................................ $ 125 Supervisory Technician ........................................................................................................................................................ $ 120 Special Inspector (Concrete, Masonry, Structural Steel, Welding, and Fireproofing) ......................................................... $ 115 Senior Technician ................................................................................................................................................................ $ 115 Technician ........................................................................................................................................................................... $ 110 Administrative Staff
Information Specialist ......................................................................................................................................................... $ 100 Geotechnical/Environmental/Laboratory Assistant ............................................................................................................ $ 100 Data Processor .................................................................................................................................................................... $ 80 Other Charges
Concrete Coring Equipment (includes technician) ........................................................................................................ $ 190/hr Anchor Load Test Equipment (includes technician) ...................................................................................................... $ 190/hr GPR Equipment ............................................................................................................................................................. $ 180/hr State of California Prevailing Wage Surcharge .............................................................................................................. $ 30/hr Inclinometer .................................................................................................................................................................. $ 100/hr Hand Auger Equipment ................................................................................................................................................. $ 80/hr Rebar Locator (Pachometer) ......................................................................................................................................... $ 25/hr Vapor Emission Kit......................................................................................................................................................... $ 65/kit Nuclear Density Gauge .................................................................................................................................................. $ 15/hr X-Ray Fluorescence ....................................................................................................................................................... $ 70/hr PID/FID .......................................................................................................................................................................... $ 25/hr Air Sampling Pump ........................................................................................................................................................ $ 10/hr Field Vehicle .................................................................................................................................................................. $ 15/hr Equipment $ 15/hr
Expert Witness Testimony ............................................................................................................................................. $ 450/hr Direct Expenses .............................................................................................................................................. Cost plus 15 % Special equipment charges will be provided upon request.
Notes
Our field services, are charged portal to portal at a 4-hour minimum, and 8 -hour minimum for hours exceeding 4 hours.
Overtime rates at 1.5 times the regular rates will be charged for work performed in excess of 8 hours in one day Monday through Friday and all day on Saturday. Rates at twice the regular rates will be charged for all work in excess of 12 hours in one day, all day Sunday and on holidays.
Field services that may be subject to prevailing wage in accordance with AB 1768 and Prevailing Wage Determinations, will be subject to a prevailing wage surcharge as shown in our Schedule of Fees. Our rates will be adjusted in conjunction with the increase in the Prevailing Wage Determination during the life of the project, as applicable.
The terms and conditions are included in Ninyo & Moore’s Work Authorization and Agreement form.
Chief Fin
Type text here
Ninyo & Moore | City of Roseville, Environmental Utilities On-Call Construction Management And Inspection Services | P08 -03110 | May 2, 2025 Schedule of Fees for Laboratory Testing
SOILS CONCRETE
Atterberg Limits, D 4318, CT 204 ........................................................$ 190 Compression Tests, 6x12 Cylinder, C 39 .............................................. $ 35 California Bearing Ratio (CBR), D 1883 ..............................................$ 550 Concrete Mix Design Review, Job Spec ............................................... $ 350 Chloride and Sulfate Content, CT 417 & CT 422 ................................$ 175 Concrete Mix Design, per Trial Batch, 6 cylinder, ACI .......................... $ 950 Consolidation, D 2435, CT 219 ............................................................$ 300 Concrete Cores, Compression (excludes sampling), C 42 ................... $ 130 Consolidation, Hydro-Collapse only, D 2435 .......................................$ 150 Drying Shrinkage, C 157 ....................................................................... $ 500 Consolidation – Time Rate, D 2435, CT 219 .......................................$ 200 Flexural Test, C 78 ................................................................................ $ 95 Direct Shear – Remolded, D 3080 .......................................................$ 350 Flexural Test, C 293 .............................................................................. $ 95 Direct Shear – Undisturbed, D 3080 ....................................................$ 300 Flexural Test, CT 523 ............................................................................ $ 95 Durability Index, CT 229 ......................................................................$ 175 Gunite/Shotcrete, Panels, 3 cut cores per panel and test, ACI ........... $ 360 Expansion Index, D 4829, IBC 18-3 ....................................................$ 190 Lightweight Concrete Fill, Compression, C 495 .................................... $ 90 Expansion Potential (Method A), D 4546 ............................................$ 170 Petrographic Analysis, C 856 ................................................................ $ 2,800 Geofabric Tensile and Elongation Test, D 4632 ..................................$ 200 Restrained Expansion of Shrinkage Compensation ............................. $ 550 Hydraulic Conductivity, D 5084 ............................................................$ 350 Splitting Tensile Strength, C 496 ........................................................... $ 120 Hydrometer Analysis, D 6913, CT 203 ................................................$ 220 3x6 Grout, (CLSM), C 39 ....................................................................... $ 65 Moisture, Ash, & Organic Matter of Peat/Organic Soils ......................$ 120 2x2x2 Non-Shrink Grout, C 109 ........................................................... $ 65 Moisture Only, D 2216, CT 226 ...........................................................$ 45 Moisture and Density, D 2937..............................................................$ 55 ASPHALT Permeability, CH, D 2434, CT 220 ......................................................$ 350 Air Voids, T 269 ..................................................................................... $ 90 pH and Resistivity, CT 643 ..................................................................$ 185 Asphalt Mix Design, Caltrans (incl. Aggregate Quality) ........................ $ 4,500 Proctor Density D1557, D 698, CT 216, AASHTO T-180 ....................$ 350 Asphalt Mix Design Review, Job Spec .................................................. $ 190 Proctor Density with Rock Correction D 1557 .....................................$ 400 Dust Proportioning, CT LP-4 ................................................................. $ 95 R-value, D 2844, CT 301 .....................................................................$ 450 Extraction, % Asphalt, including Gradation, D 2172, CT 382 ............... $ 260 Sand Equivalent, D 2419, CT 217 .......................................................$ 155 Extraction, % Asphalt without Gradation, D 2172, CT 382 ................... $ 160 Sieve Analysis, D 6913, CT 202 ..........................................................$ 175 Film Stripping, CT 302 ........................................................................... $ 130 Sieve Analysis, 200 Wash, D 1140, CT 202 ........................................$ 130 Hveem Stability and Unit Weight D 1560, T 246, CT 366 ..................... $ 240 Specific Gravity, D 854 ........................................................................$ 135 Marshall Stability, Flow and Unit Weight, T 245 ................................... $ 250 Thermal Resistivity (ASTM 5334, IEEE 442) .......................................$ 925 Maximum Theoretical Unit Weight, D 2041, CT 309 ............................. $ 160 Triaxial Shear, C.D, D 4767, T 297 ......................................................$ 550 Moisture Content, CT 370 ..................................................................... $ 105 Triaxial Shear, C.U., w/pore pressure, D 4767, T 2297 per pt ............$ 450 Moisture Susceptibility and Tensile Stress Ratio, T 238, CT 371 ......... $ 1,000 Triaxial Shear, C.U., w/o pore pressure, D 4767, T 2297 per pt ........................$ 350 Slurry Wet Track Abrasion, D 3910 ....................................................... $ 160 Triaxial Shear, U.U., D 2850 ................................................................$ 250 Superpave, Asphalt Mix Verification (incl. Aggregate Quality) ............. $ 4,900 Unconfined Compression, D 2166, T 208 ...........................................$ 180 Superpave, Gyratory Unit Wt., T 312 .................................................... $ 110 Superpave, Hamburg Wheel, 20,000 passes, T 324 ............................ $ 1,200 MASONRY Unit Weight sample or core, D 2726, CT 308 ....................................... $ 110 Brick Absorption, 24-hour submersion, 5-hr boiling, 7-day, C 67 ........$ 70 Voids in Mineral Aggregate, (VMA) CT LP-2 ........................................ $ 100 Brick Compression Test, C 67 .............................................................$ 55 Voids filled with Asphalt, (VFA) CT LP-3 ............................................... $ 100 Brick Efflorescence, C 67 .....................................................................$ 55 Wax Density, D 1188 ............................................................................ $ 150 Brick Modulus of Rupture, C 67 ...........................................................$ 50 Brick Moisture as received, C 67 .........................................................$ 45 AGGREGATES Brick Saturation Coefficient, C 67 ........................................................$ 60 Clay Lumps and Friable Particles, C 142 .............................................. $ 190 Concrete Block Compression Test, 8x8x16, C 140 .............................$ 70 Cleanness Value, CT 227...................................................................... $ 190 Concrete Block Conformance Package, C 90 .....................................$ 500 Crushed Particles, CT 205 .................................................................... $ 180 Concrete Block Linear Shrinkage, C 426 ............................................$ 200 Durability, Coarse or Fine, CT 229 ........................................................ $ 205 Concrete Block Unit Weight and Absorption, C 140 ............................$ 80 Fine Aggregate Angularity, ASTM C 1252, T 304, CT 234 ................... $ 180 Cores, Compression or Shear Bond, CA Code ...................................$ 80 Flat and Elongated Particle, D 4791...................................................... $ 230 Masonry Grout, 3x3x6 prism compression, C 39 ................................$ 45 Lightweight Particles, C 123 .................................................................. $ 180 Masonry Mortar, 2x2 cylinder compression, C 109 .............................$ 55 Los Angeles Abrasion, C 131 or C 535 ................................................. $ 220 Masonry Prism, half size, compression, C 1019 .................................$ 120 Material Finer than No. 200 Sieve by Washing, C 117 ......................... $ 100 Masonry Prism, Full size, compression, C 1019 .................................$ 200 Organic Impurities, C 40 ........................................................................ $ 100 Potential Alkali Reactivity, Mortar Bar Method, Coarse, C 1260 .......... $ 1,250 REINFORCING AND STRUCTURAL STEEL Potential Alkali Reactivity, Mortar Bar Method, Fine, C 1260 ............... $ 950 Chemical Analysis, A 36, A 615 ...........................................................$ 135 Potential Reactivity of Aggregate (Chemical Method), C 289 ............... $ 495 Fireproofing Density Test, UBC 7-6 .....................................................$ 90 Sand Equivalent, T 176, CT 217 ........................................................... $ 130 Hardness Test, Rockwell, A 370 ..........................................................$ 80 Sieve Analysis, Coarse Aggregate, T 27, C 136 ................................... $ 130 High Strength Bolt, Nut & Washer Conformance, Sieve Analysis, Fine Aggregate (including wash), T 27, C 136 ............ $ 150 per assembly, A 325 .......................................................................$ 250 Sodium Sulfate Soundness, C 88 ......................................................... $ 450 Mechanically Spliced Reinforcing Tensile Test, ACI ...........................$ 175 Specific Gravity and Absorption, Coarse, C 127, CT 206 ..................... $ 120 Pre-Stress Strand (7 wire), A 416 ........................................................$ 170 Specific Gravity and Absorption, Fine, C 128, CT 207 ......................... $ 180 Reinforcing Tensile or Bend up to No. 11, A 615 & A 706 .................$ 75 Structural Steel Tensile Test: Up to 200,000 lbs., A 370 .....................$ 90 ROOFING Welded Reinforcing Tensile Test: Up to No. 11 bars, ACI ..................$ 80 Roofing Tile Absorption, (set of 5), C 67 ............................................... $ 250 Roofing Tile Strength Test, (set of 5), C 67 ........................................... $ 250 Special preparation of standard test specimens will be charged at the technician’s hourly rate.
Ninyo & Moore is accredited to perform the AASHTO equivalent of many ASTM test procedures.
RESOLUTION NO. 25-227
APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND
BETWEEN THE CITY OF ROSEVILLE AND WATER WORKS ENGINEERS, LLC,
AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT
ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement for on-call construction management and inspection services, by and between the City of Roseville and Water Works Engineers, LLC, has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.
BE IT FURTHER RESOLVED, that the City Manager or his or her designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council, or until staff determines that continuing with this consultant is not in the best interest of the City.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 20 , by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx ;06/12/2025]
ON-CAL L PROFESSIONAL SERVICES AGREEMENT
Environmental Utilities On-Call Construction Management and Inspection Services T
HIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and Water Works Engineers, LLC, an Arizona limited liability company (“CONSULTANT”); and W I T N E S S E T H:
W
HEREAS, CITY issued Request for Proposal # 08-159 for professional services consisting of on-call construction management and inspection services for Environmental Utilities; and
WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated May 8, 2025, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional construction management and inspection services on an on-call basis.
N
OW, THEREFORE, the parties agree as follows:
1. T erm. The term of this Agreement shall commence upon execution and expire on June 30, 2026. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 2 (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.
2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one, or more than one consultant from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.
3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed four hundred thousand dollars ($400,000) for the initial term. Total compensation for optional renewal years of this Agreement shall not exceed four hundred thousand dollars ($400,000) per year. Total compensation for the initial term and all optional renewal years shall not exceed two million dollars ($2,000,000).
Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 3 CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.
4. Indemnification. To the fullest extent allowed by law, CONSULTANT shall defend, indemnify, and save and hold harmless CITY, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of CONSULTANT's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from CITY's sole negligence or willful misconduct. The parties intend that this provision shall be broadly construed. Notwithstanding any terms of this section, indemnification and defense obligations shall conform to California Civil Code Section 2782.8.
CONSULTANT agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.
CONSULTANT’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 4 5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement.
COVERAGE LIMITS OF LIABILITY
Workers’ Compensation Statutory
Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate
Personal Injury:
$1,000,000 each occurrence
$2,000,000 aggregate
Automobile Liability $1,000,000 combined single limit
Professional Liability (errors and $1,000,000 per claim omissions) $2,000,000 aggregate
a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 5 insurance coverage requirements and limits shall be available to the additional insureds.
Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater. c. Cancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.
Furthermore, CONSULTANT shall require its subcontractors to agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under this Agreement. Additionally, CONSULTANT shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, regardless of tier. A copy of CITY’s indemnity and insurance provisions will be furnished to the subcontractor or tertiary subcontractor upon request.
f. Self-Insured Retentions. All self-insured retentions (“SIR”) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 6 Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. Waiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.
6. Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 7 hereunder and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or expiration of this Agreement. CONSULTANT shall include this provision in its contracts with all subcontractors.
7. Prevailing Wages. When applicable, for purposes of this Agreement, CONSULTANT and its subcontractors shall comply with all applicable prevailing wage laws, e.g., but not limited to, California Labor Code Sections 1770 et seq. In accordance with said Section 1775, CONSULTANT shall forfeit as a penalty to the City two hundred dollars ($200) for each calendar day or portion thereof for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any work done on-site under the Agreement by CONSULTANT or by any subcontractor in violation of the provisions of the Labor Code and in particular, Labor Code Sections 1770 to 1780, inclusive. In addition to said penalty and pursuant to said Section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage shall be paid to each worker by CONSULTANT or the applicable subcontractor.
Pursuant to the provisions of California Labor Code Section 1773, the contracting department has identified the source, stated below, of the general prevailing rate of wages applicable to the site to be done, for straight time, overtime, and holiday work. The holiday wage rate listed shall be applicable to all holidays recognized in the collective bargaining agreement of the particular craft, classification or type of worker concerned. These wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 8 Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.
8. Contractor Registration. No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this Agreement, CONSULTANT and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations. CONSULTANT is hereby notified that this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
9. Time is of the Essence. Time is of the essence of this Agreement.
10. Compliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.
11. Public Contracts: Conflicts of Interest. CONSULTANT’s duties and services under this Agreement shall not include preparing or assisting CITY with any portion of the CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 9 CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Agreement.
12. The Levine Act Disclosure. The Levine Act (Govt. Code, Section 84308) requires a Party (and its agent(s), if any) to a Proceeding before the City of Roseville that involves any action or consideration related to their contract, license, permit, or other entitlement for use, to disclose any campaign contributions made to CITY elected or appointed officers totaling more than $250 within the twelve (12) months prior to the CITY decision and while a proceeding is pending, and includes certain prohibitions on contribution activity thereafter. If applicable campaign contributions have been made by CONSULTANT and/or its agent(s), CONSULTANT is responsible for compliance, including for its disclosure obligations, if any, as further described at:
https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act.
13. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.
14. Governing Agreement. In the event of any conflict between this Agreement and its EXHIBITS, the provisions of this Agreement shall govern. In the event of any conflict between any of the EXHIBITS, the provisions of the first in order of attachment shall govern.
15. Assignment. CONSULTANT is employed to perform unique personal services.
CONSULTANT shall not assign this Agreement without the prior written consent of CITY.
CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 10 16. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.
CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.
17. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage,
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 11 brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.
18. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.
19. Copyright, Ownership and Use of Materials. All tangible material (“Material”) created or delivered pursuant to this Agreement is considered a work made for hire under the Copyright Act. To the extent such Material does not qualify as a work made for hire, CONSULTANT hereby assigns to CITY all right, title, and interest, including but not limited to all copyrights, in all Material created by CONSULTANT in its performance under this Agreement. Material constitutes the scope of work outlined in Exhibit A and attached hereto, and all written and other tangible expressions, including but not limited to, drawings (including computer aided drawings), papers, documents, reports, surveys, renderings, exhibits, sketches, maps, models, prints, paintings or photographs, in any and all media or formats in which such materials have been created or are maintained. All Material furnished by CONSULTANT is, and shall remain, the property of CITY.
CONSULTANT shall execute any documents necessary to effectuate such assignment.
In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 12 20. Termination of Agreement. CITY may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.
CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. CONSULTANT understands that continuation of this Agreement past June 30th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all Material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any MATERIAL, notwithstanding any termination or any dispute regarding the amount to be paid.
21. Attorney’s Fees; Venue; Governing Law. If either party commences any legal action against the other party arising out of this Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.
22. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.
23. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 13 24. Notices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:
CITY OF ROSEVILLE CONSULTANT
City of Roseville Water Works Engineers, LLC
Attn: Rana Moore Attn: Mike Fisher
2005 Hilltop Circle 2260 Douglas Blvd, Suite 105
Roseville, CA 95747 Roseville, CA 95661
Either party may amend its address for notice by giving notice to the other party in writing.
25. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.
IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 20__, and CONSULTANT has caused this Agreement to be executed.
CITY OF ROSEVILLE, a WATER WORKS ENGINEERS, LLC, an
municipal corporation Arizona limited liability company
BY:_______________________________ BY: _______________________________ DOMINICK CASEY its: _______________________________ City Manager
and
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
Michael J Fisher
Managing Member
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025] 14 ATTEST:
BY: _______________________________
its: _______________________________
BY:_______________________________
CARMEN AVALOS
City Clerk
APPROVED AS TO FORM:
BY: _______________________________
MICHELLE SHEIDENBERGER
City Attorney
APPROVED AS TO SUBSTANCE:
BY: _______________________________
SEAN BIGLEY
Environmental Utilities Director
Joseph Riess
Managing Member
Assistant Environmental Utilities Director
for
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025]
EXHIBIT “A”
Exhibit A Page 1
EXHIBIT A
CITY OF ROSEVILLE
ENVIRONMENTAL UTILITIES ON-CALL CONSTRUCTION MANAGEMENT
AND INSPECTION SERVICES
1.0 SCOPE OF SERVICES
The On-Call Construction Management & Inspection Services Contract may involve the following scope of services areas provided to the Environmental Utilities Department on an as needed task order basis. Projects assigned to Consultants may be located within the City of Roseville and may be associated with any of the Environmental Utilities’ water, wastewater, or recycled water facilities. Specific project work activities will be managed by an assigned Project Manager within the Environmental Utilities Department.
1.1 Construction Management Project Management
The following are minimum expected deliverables and project management responsibilities expected of the consultant.
a. Monthly invoicing with summary of work performed, issues identified, and table showing percent spent versus percent complete for the task order assignment.
b. Contractor schedule evaluation and tracking (actual vs. planned progress). c. Coordination and communications between City, Contractor, Design Consultant, and with external utility representatives.
d. Coordination and communications with City inspection support staff including:
i. Wastewater and Water Utility assigned staff members which will be assigned to the project to provide utility coordination.
ii. Technical Services Engineer/Project Manager which will be assigned to the project part time to support efforts with traffic control, encroachment permit submittals, and other required City coordination.
e. Development, implementation and submittal of a quality control plan for the required work included with the Consultant’s scope of work.
1.2 Pre-Construction Phase
The Consultant shall visit and become familiar with the project site and associated construction areas. Consultant shall review the project documents and become familiar with the following:
a. Contract documents including but not limited to construction contract, drawings and specifications b. Phasing, scheduling, and sequencing of construction. c. Local, state, and federal regulations pertaining to the project d. City policy and procedure
e. Environmental documents and required mitigation measures
Exhibit A Page 2
Consultant may attend a kick-off meeting with the City Project Manager and/or the Design Engineer to become familiar with the scope of work and the City’s construction management and inspection procedure. Consultant may be asked to attend a pre-construction conference and/or public information meetings.
Scope under this task may also involve the Consultant providing constructability review of design documents prior to contractor procurement, and/or providing input on development of front-end specifications.
1.3 Construction Contract Administration
a. Records management. Consultant to propose records management system as appropriate for each project scale. At a minimum consultant will be required to track and manage submittals, RFIs, change events and other CM data management activities on each project.
b. Lead and document the weekly progress meetings.
c. Coordinate, lead and document site meetings with the Contractor, Design Engineer and City staff as necessary.
d. Develop and maintain equipment and labor tracking logs. e. Review of Contractor’s contract execution for compliance with Contract Document requirements. f. Review of Contractor’s pay requests (including certified payroll and labor compliance) and make recommendations to City as to acceptability of request. g. Review and routing of Contractor’s submittals for compliance with Contract Documents. h. Review and routing of Contractor’s requests for information (RFIs) and either provide information from Contract Documents back to the Contractor or route response from Design Engineer for resolution. i. Routing of Design Engineer’s revised documents to the Contractor. j. Tracking and review of Contractor’s record drawing changes. The Consultant shall be responsible for verifying that all as-builts have been accurately updated, for work conducted during each payment cycle, prior to submitting the Contractors payment request. The Consultant shall include a signed certification with each payment cycle, indicating that the as-builts submitted during the cycle, accurately reflect the construction modifications from the design plans set.
k. Communication with Contractor regarding acceptability of work. l. Coordination with the Contractor regarding testing and start-up. m. Review of Contractor’s quality assurance materials testing services. n. Review of Contractor’s compliance with all regulatory permits and mitigation measures. o. Review of Contractor’s compliance with workplace safety and health standards and notification to City of non-compliance.
1.4 Change Management
a. Review of submittals in support, and recommendations for resolution, of claims and disputes. b. Investigation and inspection of site conditions that differ from those described in the Contract Documents. c. Development of change order requests.
d. Review and evaluation of contractor contract change order submittals. e. Coordination of approval of change orders to City prior to authorizing Contractor to perform work.
Exhibit A Page 3
1.5 Field Inspections
Consultant to provide field inspection staff capable of inspecting civil, mechanical, architectural, structural, electrical, and process and instrumentation construction. a. Review and inspection of Contractor’s work for compliance with Contract Documents on a daily basis. b. Review and monitoring of corrective actions taken by Contractor needed to fix work that is not in compliance with the Contract Documents.
c. Completion of field inspection diaries.
d. Maintaining digital labeled and logged photographic records of construction in progress. e. Review of Contractor’s compliance with workplace safety and health standards and notification to City of non-compliance; and
f. Review of Contractor’s survey layouts.
1.6 Specialty Inspections
Consultant to provide and coordinate with their subcontractors for the following types of specialty inspections as needed for the project:
a. Concrete Inspection
b. Welding Inspection
c. Coating Inspection (i.e. potable water tanks, recycled water tanks, metal components) d. Structural Inspections (i.e. rebar, masonry, roofing) e. Other, as required
1.7 Final Completion Services
a. Provide coordination, review of submittals and oversight for system disinfection, testing, commissioning and start-up.
b. Site inspection to determine if facilities are complete and in compliance with Contract Documents. c. Coordinate with the Contractor to ensure that all the required submittals including operations and maintenance manuals, warranties, bonds, lien release information and record drawing have been submitted and approved.
d. Coordination and scheduling of construction walk-through, and final inspection with the City, Contractor and Design Engineer.
e. Preparation of punch list and inspection of punch list item corrective actions. f. Final review submittals (in consultation with the Design Engineer) of any as-built drawings made by the Contractor during construction.
g. Recommendation to City as to the release of payments and retention to Contractor. h. Preparation and submittal of a complete set of organized construction contract records.
[B:\City Attorney\corres\Kelly\Contracts 2025\06.2025\ON-Call Construction Management\WaterWorks Engineers.docx; 06/12/2025]
EXHIBIT “B”
ENVIRONMENTAL UTILITIES ON-CALL
CONSTRUCTION MANAGEMENT
AND INSPECTION SERVICES
RFP #08-159
PART 2 - COST PROPOSAL
May 8, 2025
E n v i r o n m e n t a l U t i l i t i e s On - C a l l C o n s t r u c t i o n M a n a g e m e n t & I n s p e c t i o n S e r v i c e s P A R T 2 – C O S T P R O P O S A L
Water Works Engineers, LLC 2260 Douglas Blvd., Suite 105, Roseville, CA 95661 Telephone (916) 780-2888 – www.wwengineers.com
TAB G: COST PROPOSAL
May 8, 2025
City of Roseville Environmental Utilities - Engineering Attn: Rana Moore
2005 Hilltop Circle
Roseville, CA 95747
RE: Proposal for Environmental Utilities On-Call Construction Management and Inspection Services (RFP #08-159)
Dear Ms. Moore and Distinguished Members of the Selection Committee:
Water Works Engineers, LLC is pleased to submit the enclosed fee and rate schedules to provide Services for the City of Roseville Environmental Utilities On-Call Construction Management and Inspection Services proposal. A s requested, we have enclosed a PDF of our Cost Proposal via email separate from Part 1 – Technical Proposal
If you have any questions or need additional information, please feel free to contact Mike Fisher (916) 277- 9027 or Steve Hooper (530) 945-7866.
Very truly yours,
WATER WORKS ENIGNEERS, LLC
Michael Fisher, PE Steve Hooper, PE Principal-in-Charge Senior Construction Manager
CITY OF ROSEVILLE - CONSTRUCTION MANAGEMENT AND INSPECTION ON-CALL RATE SHEET
Water Works Engineers, LLC
Classification Title 2025-26 2026-27 2027-28
AA1 Administrative $85.00 $87.55 $90.18
AA2 Senior Administrative $121.00 $124.63 $128.37
E0 Jr Engineer / Jr Field Engineer $121.00 $124.63 $128.37 E1 Staff Engineer $151.00 $155.53 $160.20
E1A Staff Engineer II $170.00 $175.10 $180.35
E2 Associate Engineer $185.00 $190.55 $196.27
E2A Associate Engineer II $197.00 $202.91 $209.00
E3 Project Engineer $209.00 $215.27 $221.73
E3A Project Engineer II $224.00 $230.72 $237.64
E4 Senior Project Engineer $242.00 $249.26 $256.7 4
E4A Senior Project Engineer II $261.00 $268.83 $2 76.89 E5 Principal Engineer $280.00 $288.40 $297.05
E5A Principal Engineer II $302.00 $311.06 $320.39
I1 Field Inspector $139.00 $143.17 $147.47
I1A Field Inspector II $162.00 $166.86 $171.87
I2 Senior Inspector $172.00 $177.16 $182.47
I2A Senior Inspector II $182.00 $187.46 $193.08
I3 Supervising Inspector $203.00 $209.09 $215.36
I3A Supervising Inspector II $209.00 $215.27 $221 .73 T1 CADD Tech 1 (Drafter/Jr. Technician) $93.00 $95 .79 $98.66 T1A CADD Tech 1A (Drafter/Jr. Technician II) $103.0 0 $106.09 $109.27 T2 CADD Tech 2 (Designer/Sr. Technician) $138.00 $ 142.14 $146.40 T2A CADD Tech 2A (Designer/Sr. Technician II) $149. 00 $153.47 $158.07 T3 CADD Tech 3 (Senior Designer) $168.00 $173.04 $178.23 T3A CADD Tech 3A (Supervising Designer) $180.00 $1 85.40 $190.96 Notes:
1. Hourly rates include all work, materials, computers and software, overhead, and equipment. Water Works does not expense local travel within Roseville.
2. A markup of 5% will be added to sub-consultant fees.
3. Any significant direct expense costs, such as a large printing job that may be required, will be budgeted within project scopes/fees as needed and approved by Roseville and billed at cost with no markup.
4. Rates effective July 1 st – June 30 th of each City Fiscal year. A 3% increase to the previous fiscal year rate will be added for services performed in each fiscal year thereafter.
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Consulting Electrical Engineers Consulting Electrical Engineers Consulting Electrical Engineers Consulting Electrical Engineers 13405 Folsom Blvd,. Unit 600 13405 Folsom Blvd,. Unit 600 13405 Folsom Blvd,. Unit 600 13405 Folsom Blvd,. Unit 600 Phone 916.353.1025 Phone 916.353.1025 Phone 916.353.1025 Phone 916.353.1025 Folsom, CA 95630 Folsom, CA 95630 Folsom, CA 95630 Folsom, CA 95630
The following rates apply to hourly engineering ser vices for design, studies, inspections, programming, testing, and management. All services will be invoiced monthly per the rate schedule:
FRISCH ENGINEERING INC.
2025-2027 RATE SCHEDULE
Name Title Hourly Rate
Thomas Frisch, PE
Michael Frisch, P.E.
Principal Electrical Engineer
Senior Programmer
(Field work, meetings, work
review)
$275 per hour
Thomas Frisch, PE
Michael Frisch, P.E.
Senior Electrical Engineer
Senior Programmer
(Office work)
$260 per hour
Martin Yarbrough
Mike Rogers
Senior Electrical Designer
Senior Programmer
$235 per hour
Nigel Wakefield
Nik Conant
Brian Woodin
Junior Electrical Designer
Junior Programmer
$195 per hour
Various Staff Associate Electrical Designer
$150 per hour
The above hourly rates include overhead costs such as: travel via owned vehicle for on-site work , telephone, photocopies, computer costs, copying, and insurance for Local Area work.
The hourly rates do not include expenses such as re ntal equipment, airline tickets, rental vehicles, lodging, non-incidental photocopying and materials. Miscellaneous expenses will be billed at cost + 10% as expressly listed in the project’s scope of work.
Frisch Engineering, Inc. has $1M general liability insurance, $1M auto liability insurance, $5M umbrella liability insurance, State required worker s’ compensation insurance, and $3M/5M professional liability insurance.
SSPC QP5 Certified
Celebrating Thirty-Eight Years of Experience & Integrity
April 22, 2025
Mike Fisher
Waterworks Engineers
2260 Douglas Blvd., Suite 105
Roseville, CA 95661
Subject: 2025 Rate sheet - City of Roseville On-Call CM and Inspection Services
Bay Area Coating Consultants, Inc. will provide AMPP Certified Specialty Inspectors for Coating and Concrete Inspections for the City of Roseville specification requirements. The Inspector will be tasked to ensure the surface preparation meets the contract specifications and the linings are applied as per the manufacture’s recommendations. BACC will provide an AMPP Certified inspector to observe the mixing, surface preparation, application of the coating system, and final required testing. BACC will provide daily reports on the surface preparation, testing, and coating operations. BACC will follow all SSPC, NACE, AMPP, ICRI, AWWA, and ASTM current guidelines and standards. All reports will be e-mailed to you for your review. All BACC employees are confined space certified and lead awareness trained, scaffolding trained, and fit tested. The Contractor shall be responsible for safe entry into confined spaces
Building/Construction Inspector Tester – Group 4
DIR Public Works Contractor (PWC) Registration No 1000005228 Expiries 6/30/2026 State of California Small Business (Micro) Public works Certification No. 61256 Expires 11/30/2026 State of California Small Business Public Works Certification No. 2005005 Expires 3/31/2026 SSPC QP-5 Certified Inspection Firm Certification 3/31/2026
Regular rate Overtime Double time Truck/equipment
$134.85 per hour $202.27 per hour $269.70 per hour $10.20 per hour *Four hour minimum
*24 Hour call out notification
* Yearly 3% price escalation
Please call if you have any questions or if you want to further discuss the information contained inside this rate sheet.
Respectfully Submitted,
Austin Darrimon
Vice President
Bay Area Coating Consultant Inc.
www.bayareacoating.com
CONTACT:
Steve Hooper, PE
2260 Douglas Blvd, Suite 105
Roseville, CA 95661
(530) 945-7866
RESOLUTION NO. 25-228
APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND WEST YOST & ASSOCIATES, INC.,
AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT
ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement for on-call construction management and inspection services, by and between the City of Roseville and West Yost & Associates, Inc., has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.
BE IT FURTHER RESOLVED, that the City Manager or his or her designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council, or until staff determines that continuing with this consultant is not in the best interest of the City.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 20 , by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
ON-CALL PROFESSIONAL SERVICES AGREEMENT
Environmental Utilities On-Call Construction Management and Inspection Services THIS AGREEMENT is made and entered into this _ day of _______ , 20_, by and between the City of Roseville, a municipal corporation ("CITY"), and West Yost & Associates, Inc., a California corporation ("CONSULT ANT"); and W I TN E S S E T H:
WHEREAS, CITY issued Request for Proposal # 08-159 for professional services consisting of on-call construction management and inspection services for Environmental Utilities; and
WHEREAS, CONSULT ANT has prepared a response to the Request for Proposal dated May 8, 2025, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such servi�es; and
WHEREAS, CONSULT ANT is qualified and experienced to provide professional construction management and inspection services on an on-call basis.
NOW, THEREFORE, the parties agree as follows:
1. Tenn. The term of this Agreement shall commence upon execution and expire on June 30, 2026. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty [B:\City Attomey\corres\K.elly\Contracts 2025\06.2025\ON-Call Construction Management\West Yost.docx ;06/12/2025]
Assistant Environmental Utilities Director
for
City Council
Communication
Meeting Date: 7/16/2025
Item #: VII.25
File #: 0102-10
Item ID: 2025-431
Title: Resolution - Carla Campos
Contact: Blair Hutchison 916-774-5266 [email protected]
SUMMARY
Commend Carla Campos for 11 years of outstanding service and dedication to the City of Roseville and the Development Services Department, congratulate her for her many accomplishments, and wish her a long, healthy, and enjoyable retirement.
RECOMMENDATION
Commend Carla Campos for 11 years of outstanding service and dedication to the City of Roseville and the Development Services Department, congratulate her for her many accomplishments, and wish her a long, healthy, and enjoyable retirement.
BACKGROUND
FISCAL IMPACT
ENVIRONMENTAL REVIEW
CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Respectfully Submitted,
Blair Hutchison, City Clerk Technician
Carmen Avalos, City Clerk
ATTACHMENTS:
1. Resolution for Carla Campos
REVIEWERS:
Blair Hutchison, City Clerk Department Created/Initiated - 7/2/2025 Helen Dreyer, City Clerk Department Approved - 7/2/2025 Gretchen Hakala, City Attorney Department Approved - 7/2/2025 Katrina Six, City Clerk Department Approved - 7/2/2025
Ryan DeVore, City Manager Department - Assistant City Manager Approved - 7/2/2025
Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 7/3/2025 Michelle Sheidenberger, City Attorney Department Approved - 7/3/2025 Dominick Casey, City Clerk Department Approved - 7/3/2025 Katrina Six, City Clerk Department Final Approval - 7/3/2025
City Council
Communication
Meeting Date: 7/16/2025
Item #: VII.26
File #: 0709-04
Item ID: 2025-432
Title: FY2025-26 Homeless Prevention and Rapid Rehousing - Grant Agreements Contact: Kristine Faelz 916-774-5451 [email protected]
SUMMARY
Staff recommends approval of agreements with Advocates for Mentally Ill Housing, Inc. in the amount of $375,000, and The Gathering Inn in the amount of $125,000 for Homeless Prevention and Rapid Rehousing services. The Homeless Prevention and Rapid Rehousing grant program is funded with Low- and Moderate-Income Housing Asset Fund resources and State of California Permanent Local Housing Allocation funding. The agreements will not create additional costs to the City’s General Fund.
RECOMMENDATION
Staff recommends that the City Council adopt resolutions to approve Grant Agreements for Homeless Prevention and Rapid Rehousing services with Advocates for Mentally Ill Housing, Inc., and The Gathering Inn, and authorize the City Manager to execute them.
BACKGROUND
On May 21, 2025, City Council approved the FY2025-26 Homeless Prevention and Rapid Rehousing (HPRR) Funding Allocations which included the following:
Applicant HPRR Program Activities Recommendation
ASK (AMI Housing, Saint Vincent
de Paul, and Kids First)
Hotel Vouchers, Utility Payments, Temporary
Rent, Application Fees, Rental Deposit, Case
Management
$375,000
Latino Leadership Council Temporary Rent, Application Fees, Rental Deposit, Case Management
$25,000
The Gathering Inn Emergency Shelter/Resource Center Case Management, Temporary Rent, Rental Deposit,
Housing Coordination
$125,000
Salvation Army Utility Payments, Temporary Rent, Rental Deposit, Personal Finance Management
classes
$20,000
City Administration $14,095
Total $559,095
The goals of Roseville’s HPRR program are to provide temporary assistance to prevent an individual or family from losing permanent housing and to provide temporary assistance to homeless individuals and families in obtaining permanent housing. Eligible services for this grant funding include temporary rental assistance, short-term hotel vouchers, housing relocation and stabilization services, housing navigation
services, mediation and outreach to property owners, credit repair, security deposits, utility payments, and case management related to these activities. Supportive case management services allow people to obtain and retain housing. These services are extremely effective in reducing the financial burden and trauma of homelessness.
Grantees are required to submit reporting every six months on specific program outcomes including total residents served and leveraging of funds to ensure efficient delivery of services. The City continues to work to improve collaboration, efficiency, and outcomes by managing grants with performance-based measurements. Staff continues to see increased collaboration that reaches beyond city grant contracts due to this local policy.
Staff is requesting City Council approval to authorize the City Manager to execute agreements that exceed the Council limit of $75,000. This includes a $375,000 agreement with ASK and a $125,000 agreement with The Gathering Inn.
FISCAL IMPACT
The Homeless Prevention and Rapid Rehousing grant program is funded with $250,000 of Low and Moderate Income Housing Asset Fund (Low/Mod funds) and $309,095 in State of California Permanent Local Housing Allocation (PLHA) funding for the Cities of Roseville and Rocklin. The program significantly reduces instances and durations of homelessness in Roseville and Rocklin and has reduced costs to the cities and to the community as a whole. The recommended actions do not result in any costs to the General Fund.
ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378.
Approval of the Homeless Prevention and Rapid Rehousing program grant agreements do not include the potential for a significant environmental effect, and therefore are not subject to CEQA.
CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
1. Ensure a safe and healthy community
Respectfully Submitted,
Kristine Faelz, Housing Analyst
Melissa Anguiano, Economic Development Director
ATTACHMENTS:
1. Resolution 25-242
2. Advocates of Mentally Ill - Grant Agreement
3. Resolution 25-243
4. The Gathering Inn - Grant Agreement
REVIEWERS:
Kristine Faelz, Economic Development Department - Housing Created/Initiated - 6/25/2025 Trisha Isom, Economic Development Department - Housing Approved - 6/25/2025 Melissa Anguiano, Economic Development Department Approved - 6/25/2025 Gretchen Hakala, City Attorney Department Approved - 6/26/2025 Katrina Six, City Clerk Department Approved - 6/30/2025 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 6/30/2025 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 7/1/2025 Michelle Sheidenberger, City Attorney Department Approved - 7/1/2025 Dominick Casey, City Manager Department - City Manager Approved - 7/2/2025 Katrina Six, City Clerk Department Final Approval - 7/3/2025
RESOLUTION NO. 25-242
APPROVING A GRANT AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND ADVOCATES FOR MENTALLY ILL HOUSING, INC., AND AUTHORIZING THE
CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a Grant Agreement for Homeless Prevention and Rapid Rehousing Services, by and between the City of Roseville and Advocates for Mentally Ill Housing, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
[B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/25]
GRANT AGREEMENT FOR HOMELESS PREVENTION
AND RAPID REHOUSING SERVICES
THIS GRANT AGREEMENT, is made and entered into this ___ day of ___________, 20__, by and between the City of Roseville acting in its role as the Housing Successor, a municipal corporation ("CITY"), and Advocates for Mentally Ill Housing, Inc., a California non- profit corporation, ("GRANTEE").
W I T N E S S E T H:
WHEREAS, pursuant to Health and Safety Code Section 34175(b) and the California Supreme Court’s decision in California Redevelopment Association, et al. v. Ana Matosantos, et al. (53 Cal. 4th 231 (2011)), on February 1, 2012, all assets, properties, contracts, leases, books and records, buildings, and equipment of the Redevelopment Agency of the City of Roseville (“RDA”) transferred to the control of the Successor Agency of the RDA (“Successor Agency”) by operation of law; and
WHEREAS, pursuant to Health and Safety Code Section 34179.7, the California Department of Finance (“DOF”) issued a finding of completion to the Successor Agency on August 30, 2013; and
WHEREAS, funds in the Low and Moderate Income Housing Asset Fund were subsequently transferred from the Successor Agency to CITY to use in its role as Housing Successor; and
2 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025] WHEREAS, Section 34176.1(a)(2) of the California Health and Safety Code authorizes Housing Successors, after meeting certain obligations, to expend up to five hundred thousand dollars ($500,000) per fiscal year for homeless prevention and rapid rehousing services; and WHEREAS, GRANTEE has applied for a grant from these funds in response to CITY’s Notice of Funding Availability; and
WHEREAS, the Grant Application is attached as Exhibit “A” to this Grant Agreement and is incorporated herein by this reference; and
WHEREAS, CITY, after meeting the required obligations and acting in its role as the Housing Successor, desires to grant GRANTEE three hundred seventy-five thousand dollars ($375,000) for homeless prevention and rapid rehousing services pursuant to the terms and conditions of this Grant Agreement.
NOW, THEREFORE, the parties agree as follows:
1. Grant. CITY hereby authorizes a grant to GRANTEE in the amount of three hundred seventy-five thousand dollars ($375,000) for homeless prevention and rapid rehousing services.
2. Terms of Agreement Prevail. GRANTEE shall comply with all the terms and conditions of the Grant Application and this Grant Agreement. In the event of any discrepancy between the terms of this Grant Agreement and those of the Grant Application, the terms of this Grant Agreement shall prevail.
3. Eligible Services. GRANTEE may only expend the grant on the homeless prevention and rapid rehousing services identified in the Grant Application. Grant funds may only be used to serve households with incomes not exceeding thirty percent (30%) of area
3 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025] median income, as determined by Department of Housing and Community Development guidelines. Grant funds may not be used for health or mental health services, food, clothing, emergency shelter, or other services that do not directly assist an individual with avoiding or exiting homelessness. All services shall be performed in a manner satisfactory to CITY’s Economic Development Director.
4. Funds to be Expended During 2025-26 Fiscal Year. The grant shall be payable only from the Low and Moderate Income Housing Asset Fund. The grant is made only for the time period between July 1, 2025 and June 30, 2026. All funds received by GRANTEE under this Grant Agreement shall be spent prior to June 30, 2026. All funds not spent by June 30, 2026, shall be returned to CITY by July 1, 2026.
No other fund of CITY, including without limitation its general fund, shall be liable for any payment under this Grant Agreement, nor is the taxing power of CITY pledged in any manner.
5. Grantee as Independent Entity. GRANTEE and the agents or employees of GRANTEE in performance of this Grant Agreement shall act in an independent capacity and not as officers, employees or agents of CITY.
6. City’s Right to Terminate. CITY may terminate this Grant Agreement at any time and be relieved of the payment of any consideration to the GRANTEE should GRANTEE fail to perform the covenants herein contained in the manner herein provided.
7. No Assignment. This Grant Agreement is not assignable by GRANTEE either in whole or part.
8. Time is of the Essence. Time is of the essence of this Grant Agreement.
4 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025]
9. All Terms to be in Writing. No alteration or variation of the terms of this Grant Agreement shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on either of the parties hereto.
10. Generally Accepted Accounting Principles. GRANTEE agrees to establish and maintain fiscal controls and accounting procedures in accordance with generally accepted accounting principles as required by the Finance Director of CITY.
GRANTEE agrees to keep records and fully disclose the amount, date, purpose, payee and disposition of the proceeds of the grant; the total cost of the program for which the grant is awarded; and the amount and disposition of that portion of the total cost provided by other sources. The procedure developed by GRANTEE must provide for accurate and timely recordation of the receipt of funds, expenditures, and unexpended balances.
11. Allowability of Expenditures. GRANTEE shall accurately document each transaction to permit the determination, through an audit if requested by CITY, of the accuracy of the records and the allowability of expenditures charged to grant funds. If the allowability of an expenditure cannot be determined because records or documentation are inadequate, the questionable expenditure shall be disallowed. In such case, GRANTEE shall reimburse CITY the amount of any disallowed expenditure. Determination by CITY of the allowability of any expenditure shall be final except in instances of fraud, mistake, or arbitrariness.
12. Maintenance of Records. GRANTEE agrees to maintain fiscal records, including invoices and receipts for a period of three (3) years after termination or expiration of this Grant Agreement and to permit CITY to inspect those records.
5 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025]
13. Audit. CITY may at any time require an audit of GRANTEE's financial and program records.
14. Reports. GRANTEE shall, at such time and in such forms as CITY may require, furnish CITY statements, records, reports, data and information pertaining to matters covered by this Grant Agreement. GRANTEE shall file a Semi-Annual Report no later than February 1, 2026 and an Annual Report no later than July 10, 2026 containing information related to how the grant funds were expended, the types of services provided, an overview of collaboration efforts with local partners, and a summary of program outcomes required in Exhibit “B,” which is incorporated herein by this reference, including, but not limited to, how many persons retained or obtained housing.
15. Unlawful Discrimination Prohibited. During the performance of this Grant Agreement, GRANTEE shall not deny this Grant Agreement's benefits to any person on the basis of religion, race, color, ethnic group, ancestry, national origin, sex, age, physical or mental disability, medical condition, genetic information, marital status, sexual orientation, or any other legally protected basis nor discriminate unlawfully against any employee or applicant for employment because of race, religion, color, national origin, ancestry, physical handicap, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, military status, veteran status, or any other legally protected basis. GRANTEE shall ensure that the evaluation and treatment of all employees and applicants for employment are free of such discrimination.
16. Fair Employment. GRANTEE shall comply with the provision of the Fair Employment and Housing Act (Government Code § 12900, et seq.), the regulations promulgated thereunder (2 CCR § 10000, et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3,
6 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025] Title 2 of the Government Code (§ 11135-11139.5) and the regulations or standards adopted by the State to implement such article.
17. Indemnification. To the fullest extent allowed by law, GRANTEE shall defend, indemnify, save and hold harmless CITY and all its officers, agents, employees and volunteers from all claims, suits or actions of any means, kind or description brought forth on account of fiscal or other injuries to or death of any person including but not limited to workers or the public or damage to property or natural resources resulting from the performance of this Grant Agreement except as otherwise expressly provided by statute. The duty of GRANTEE to defend, indemnify, save and hold harmless includes the duties to defend as set forth in Civil Code § 2778.
GRANTEE waives any and all rights to any types of expressed or implied indemnity against CITY, its officers and employees. GRANTEE warrants that it is fully aware of an expressly waives the protection of Civil Code § 1542. GRANTEE’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Grant Agreement for the full period of time allowed by law. The parties intend that this provision shall be broadly construed.
18. Termination by CITY. CITY may terminate this Grant Agreement in whole or part upon ten (10) days prior written notice to GRANTEE for any of the following reasons:
A. GRANTEE fails to proceed for whatever reason with the services in the manner set forth in this Grant Agreement.
B. CITY deems this Grant Agreement is not satisfactorily being performed.
C. If any portion of this Grant Agreement is assigned without prior written approval of CITY.
7 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025]
19. No Waiver of Breach. No waiver of any breach of this Grant Agreement by CITY shall be held to be a waiver of any other or subsequent breach.
20. Attorney’s Fees; Venue; Governing Law. If either party commences any legal action against the other party arising out of this Grant Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Grant Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Grant Agreement shall be governed by and construed in accordance with the laws of the State of California.
21. Severability. If any of the provisions contained in this Grant Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Grant Agreement as a whole.
22. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.
IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 2024, and GRANTEE has caused this Agreement to be executed.
[SIGNATURES ON FOLLOWING PAGE]
1 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR 2025\HPRR A.S.K.docx: 6/10/2025] EXHIBIT “A”
Grant Application
Powered by ZoomGrants™ and
Email This Preview Save as PDF Print Close Window A▲▼ City of Roseville
Housing Division
2025/26 CDBG and HPRR Funding Application
Deadline: 1/31/2025
AMI Housing, Inc.
A.S.K. Rental Assistance Collaboration
Jump to: Pre-Application Questionnaire Funding Application Program/Project Budget Documents
$ 500,000.00 Requested
$ 500,000 Total cost of the program or
project
Submitted: 1/23/2025 11:46:37 AM
(Pacific)
Project Contact
Jennifer Price
[email protected]
Tel: 530-878-5088
Additional Contacts
[email protected]
AMI Housing, Inc.
P.O. Box 5216
Auburn, CA 95604
CEO
Jennifer Price
[email protected]
Telephone530-878-5088
Fax 916-848-3642
Web www.amihousing.org
EIN 47-0932204
UEI ZCWTMKD2WMF2
SAM
Expires4/18/2018
Pre-Application Questionnaire top
Primary Applicant
1. Which type of applicant entity are you?
Select one.
2. Have you received any grant funding from the City of Roseville before?
3. Which grant types has your agency received before?
Check all that apply. From any source or agency.
Non-profit (501c3/c4)
Public agency
Multi-agency Collaborative – Non-profit
Multi-agency Collaborative – Non-profit/Public Agency
Other:
Yes
No
Application Summary Description
4. Briefly describe the proposed program or project.
AMIH is applying on behalf of the A.S.K. collaboration between AMI Housing, Kids First, and St. Vincent de Paul. The request is for Rapid Rehousing & Homeless Prevention for Roseville residents who are homeless or at risk. This program will provide hotel vouchers, utility payments, first months rent, deposits, supportive services, and short-term rental assistance.
Co-Applicant/Collaborating Agency
5. If this is a collaborative application, how many agencies are involved? Tick "0" if this is *not* a collaborative application.
6. List the collaborating agencies (Enter "none" if none.) Enter agency name and UEI # if assigned
Kids First
St. Vincent de Paul
Kids First, AMIH, and St. Vincent de Paul will collaborate for the A.S.K. project.
AMIH UEI #
ZCWTMKD2WMF2
7. Which funding source are you requesting?
Select one
8. Indicate the type of activity. You may select only one. *If you are applying for Homeless Prevention and Rapid Re-housing (HPRR) funds, please select the fifth option (HPRR).* You may submit more than one application. You may submit applications for more than one activity type. If you are not sure which category to select, please consult City staff. You will need to know this for your main application.
CDBG
REACH/Citizen’s Benefit Fund/ARPA
Homeless Prevention and Rapid Re-Housing (HPRR)
Other homeless funds (McKinney-Vento or other)
CDBG-CV
Other: Project Based Vouchers
No prior funding
0 1
2 3
4 5
6 more than 6
CDBG
HPRR
CDBG-CV (Specifically related to preventing, preparing for, and responding to COVID-19)
CDBG - Public Services (not including services for homeless persons)
9. Approximately how much in funding do you anticipate requesting for this application? $500,000
10. Has your agency expended $1,000,000 or more in federal funds during the most recent fiscal year?
Please note, if federal expenditures exceed $1,000,000, a Single Audit is required.
11. CDBG funding is intended to benefit City of Roseville residents. HPRR funding is intended to benefit Roseville and Rocklin residents. Select "Yes" to confirm your understanding of these requirements.
CDBG - Public Facilities
CDBG - Economic Development
CDBG - Housing (not including housing and shelter for homeless persons)
HPRR - Homeless Prevention and Rapid Re-housing
CDBG - Other Homeless Services (including shelter) *subject to Public Services cap*
CDBG - Acquisition of property with existing structures or facilities
CDBG-CV - Prevent, prepare for, or respond to COVID-19
Yes
No
Yes
Funding Application top
1. Indicate the type of activity. You may select only one. *If you are applying for Homeless Prevention and Rapid Re-housing (HPRR) funds, please select the fifth option (HPRR).* Your selection will determine the branching questions you will answer for your specific activity. (BRANCHING CRITERIA)
You may submit more than one application. You may submit applications for more than one activity type. If you are not sure which category to select, please consult City staff. Your selection will determine the questions you are required to complete.
2. Describe the program or project.
What is the service you will provide or the project you will complete? How will it happen and when? What will be the result? Who will benefit and how? What are the goals and objectives? AMIH, SDVP, and KF (ASK) are requesting funding support for the A.S.K program, a collaborative effort which will provide short term rapid rehousing vouchers, homeless prevention assistance, emergency hotel stays (in collaboration with Roseville PD), and homeless services to the City of Roseville for individuals and families who are homeless or at risk of homelessness.
A.S.K will provide:
Some answers will not be presented because they are not part of the selected group of questions based on the answer to #1.
CDBG - Public Services (not including services for homeless persons)
CDBG - Public Facilities
CDBG - Economic Development
CDBG - Housing (not including housing and shelter for homeless persons)
HPRR - Homeless Prevention and Rapid Re-housing
CDBG - Other Homeless Services (including shelter) *subject to Public Services cap*
CDBG - Acquisition of property with existing structures or facilities
CDBG-CV - Prevent, prepare for, or respond to COVID-19
• case management
• housing search and placement
• short term/one time housing assistance
• utilities
• hotel vouchers
• application fees
• deposits
• household furnishings
• AOD services
• transportation
• Medi-Cal and CalFresh assistance
• mental health, domestic violence, and supportive services • credit repair/legal services
The collaborative design will allow us to provide these services to a wide range of clients and effectively cover the demographic scope in Roseville & Rocklin.
Need for homeless services and homeless prevention was determined through participation with the local community and government local homeless studies, and previous point-in-time homeless counts. The 2023 Placer County Point in Time Count indicated there were 240 homeless persons in Roseville and the 2024 Placer County Point in Time Count states there were 273 homeless persons in Roseville. In addition, we are receiving 300 calls every month for people who are at risk of losing their housing or do not meet HUD's definition of homelessness. It is important to keep funding this program so that the we can continue to reduce homelessness in Roseville.
We have a very large chronically homeless and first-time homeless population, very high rent prices, and a lack of inventory of affordable housing projects. A.S.K will address these issues by placing people in housing, housing retention, employment services, and case management. Our goal is to keep people housed and to provide housing and support for low-income City of Roseville or Rocklin residents.
3. Location(s) where services will be provided or project will be completed.
Include administrative offices if services will also be provided there or from there. Provide street address, city, and ZIP code.
AMIH: Services will take place at our administrative office located at 3123 Professional Drive Suite 210, Auburn CA 95603 and our Roseville office located at 110 N Sunrise Blvd. Services will also be provided at various apartment complexes and community partners offices. Our Housing Coordinators will meet with clients as needed in the most convenient locations for each participant.
KF: Roseville Office - 124 Main Street Roseville, California 95678
SVDP: 516 Gibson Drive, Ste 100 Roseville, California 95678
4. What is the program's/project's current status?
Is it still being planned? Is it underway? Is it ready to receive funding? Is the program or project seasonal? What will need to be done before the program or project can start? The proposed A.S.K. project is a continuation of the project implemented in the 2017 round of HPRR funding from the City of Roseville. The partnership continued in 2018, 2019, 2020/2021, 2021/2022, 2022/2023, 2023/2024 and 2024/2025, with additional rounds of funding. The agencies have agreed to continue the collaboration in 2025/2026, and have outlined a program plan for implementation, and can begin immediately upon funding. The agencies will use existing staff who are already providing these services. This collaboration will allow A.S.K. to maintain their capacity to serve Roseville/Rocklin residents, which we believe has helped decrease the homeless population in Roseville.
5. When will the program or project begin?
If underway as of application, enter “underway.”
Underway
6. When will the program or project be completed?
Services must be completed no later than June 30 of the award fiscal year.
Services must be completed no later than June 30 of the award fiscal year. 06/30/2026.
7. What are the specific costs to be funded with this request? Identify the types of costs and amounts. Salary, and for whom? Materials, what type and quantity? Equipment, specifications? How will funding these costs meet the goals and objectives described in this request?
-One Time/Short Time Assistance: assistance of approximately $2,000 per household (approximately 3 months) for 127 unduplicated households.
-Hotel vouchers: vouchers for approximately 70 nights and 40 unduplicated households. -Application Fees: fees for approximately 30 duplicated households of $175 give or take per household. -Deposits: approximately $1500 per household for 13 unduplicated and 40 duplicated households. -Utilities: One time utility assistance of $200 per household for 70 unduplicated and 90 duplicated households.
-Case Manager/Housing Coordinator: 1.54 FTE case manager salary and benefits. Case managers are on staff with each organization (no new hires). Will support 1.39 FTE AMIH, .15 FTE SVDP. -Transportation: mileage reimbursement for case managers assisting individuals with housing search.
Paid at federal mileage rate at approximately 113 miles per week. -Telecommunications: fax, cell phone, and telephone costs for case managers & housing coordinators. -Administration: Up to 10% for agency administration expenses. -Funding these expenditures will allow our agencies to help residents with housing search, placement, and homeless prevention.
8. If this is a collaborative application, describe the collaboration being utilized for the proposed program or project.
Explain how the collaboration improves the provision of services or the competition of the proposed program or project. Attach co-applicant commitment letters to your application to document the collaboration.
The A.S.K agencies have provided housing and/or supportive services for individuals and families in crisis and dealing with homelessness for several decades. Case managers, housing coordinators, peer counselors, and other program staff at our respective agencies have long understood that issues such as domestic violence, mental illness, physical illness, job loss, unavailability of services or ineligibility for services contribute to homelessness. In other situations, financial and housing instability bring underlying issues to a crisis point. A.S.K partners have worked closely with each other for many years to help ensure that individuals and families in the community have access to the human services safety net. However, homelessness, home retention, and housing affordability are still issues for our low-income residents.
AMIH has a team of fifteen Housing Coordinators who will assist each agencies clients with housing search and location. SVDP and KF provide services that support housing retention for at-risk individuals and families. SVDP also provides services for individuals experiencing food insecurity. KF serves clients whose issues may lead to homelessness such as DV, Maternal depression, trauma, ESL, and mental health struggles. In addition, AMIH works in partnership with the Placer County Mobile Crisis Team. Each agency brings a distinctive role to the collaboration and our clients all benefit from the diverse array of services offered.
9. Describe your other collaboration with other agencies, including non-profit and public agencies.
Do you participate in the local Continuum of Care (CoC) and/or coordinated entry efforts? Do you provide/accept referrals? Do you participate in other coordinating bodies or work with service/business/government organizations?
AMIH is a board member of the local Continuum of Care (CoC) and serves on the Executive Board of HRCS, our CoC governing body. AMIH actively participates in coordinated entry (CE) for Placer County and utilizes the Placer "By Name List" to identify the most vulnerable residents in our county who need housing. AMIH provides and receives referrals through CE. In addition, the AMIH housing coordinators outreach to the local homeless shelters and collaborates closely with Roseville police department. All
agencies have played a vital role in the Roseville Homelessness Task Force.
A.S.K. has a long history of collaboration with other agencies including: ASOC, Gathering Inn, Welcome Center, Cirby Clubhouse, PIRS, HRCS, PCN, Voc Rehab, Campaign for Community Wellness (CCW), Project Go, VOA, Turning Point, PCOE, SUP, and the cities of Roseville, Rocklin & Auburn.
SVDP provides the BAGS Home Delivery program and partners with Seniors First, ensuring seniors receive either supplemental groceries or prepared meals according to their need.
SVDP has a relationship and accepts referrals from many local churches in Placer County. In 2021, SVDP became a partner with Unite Us, a referral source in the Greater Sacramento Region, allowing referrals coming into Roseville to connect to our 4 main programs - food drive thru distribution, home, delivery, meals to go, and rental and utility assistance.
10. Describe your use of volunteers.
How do volunteers contribute to your efforts overall and to this program or project specifically? AMIH/KF has a partnership with CSU, Sacramento & UMass Global to work with students in the social work & mental health BS & MS internship programs. Interns help create & implement individual service plans and visit with our residents at their homes to provide education on basic life skills. Last year additional volunteers helped by gathering and donating household items and by creating welcome bags for residents that include essential items.
KF uses volunteers for the annual Santa Party's to distribute donated gifts to clients and for their "adopt a family" events. Volunteers are also used for the annual golf tournament and other fundraising activities.
SVDP uses volunteers for their BAGS Home deliveries which is a component of their Food Locker. The Food Locker operates with support of over 400 hours of volunteer service monthly. Five days/wk volunteers prepare and serve meals in the SVDP dining room. SVDP volunteers are essential, and the program cannot operate without them
11. Describe your history and experience providing services to the community.
Be sure to include the number of years in operation and summary of major accomplishments.
AMIH: Utilizes funds from EHAPCD, CSBG, CDBG, MHSA, ESG, HEAP, HHAP, HHIP, BFH, HSP, and Homesafe, AMIH has provided housing for homeless adults and families since 2003. Prior to 2003, AMIH operated under NAMI Placer County to provide transitional housing since 1992. In 2015, we housed over 120 individuals and families throughout our housing programs, over 350 in 2016, 550 in 2017, 675 in 2018, 850 in 2019, 887 in 2020, 1167 in 2021, and over 2000 participants in 2022, 2023, and 2024.
Currently we have 250 permanent housing beds, over 200 rapid re-housing vouchers, 5 emergency housing beds,15 board and care beds, 10-12 former foster youth vouchers, and 37 beds for transitional housing.
KidsFirst was established 30 years ago as a PC Child Abuse Prevention Council with experience providing counseling and family resource services with offices in Roseville and Auburn. KF has a strong case management system with comprehensive programs focused on prevention, intervention and wellness to stabilize and support children and families. We have a robust referral program for basic needs, education, crisis intervention, and counseling.
SDVP: Founded 40 years ago in August, 1983, as a project from Saint Rose Catholic Church in Roseville, CA. SVDP originally started as a small Thrift Store and office, providing free furniture and financial help towards rent and utilities for Roseville residents.
In December 1983, the Dining Room was opened and in January 1984 the Food Locker began operation, serving 200 households monthly.
SVDP has 5 main programs serving South Placer County:
1. Food Locker Drive-thru serving over 225 households weekly
2. St Vincent TO GO Meals serving 300 meals weekly
3. BAGS Home Delivery 85 seniors in Roseville and 85 Rocklin residents
4. Rental & Utility Assistance - ASK collaboration, Rocklin CDBG
5. Smiles Program - School Backpack & Christmas Program
12. Describe your experience with this type of program or project.
If this is a new program or project, your experience with similar programs and projects. If this addresses homelessness, what is your knowledge of issues and needs specific to homeless persons, including families and those at risk of homelessness?
The A.S.K. agencies have provided housing and/or supportive services for individuals and families in crisis and dealing with homelessness for several decades. Case managers, peer counselors, and other program staff at our respective agencies have long understood that issues such as domestic violence, mental illness, physical illness, job loss, unavailability of services or ineligibility for services contribute to homelessness and risk of homelessness. In other situations, financial and housing instability bring underlying issues to a crisis point. A.S.K. partners have worked closely with each other for many years to help ensure that individuals and families in the community have access to the human services safety net.
SVDP and KF provide services that support housing retention for at-risk individuals and families. KF serves clients whose issues may lead to homelessness such as DV, Maternal depression, trauma, ESL, and mental health struggles. AMIH is primarily a housing provider and will utilize their landlord liaison and housing coordination program with 15 housing coordinators to find and identify affordable units in Roseville/Rocklin. In addition, AMIH works in partnership with the Placer County Mobile Crisis Team to provide peer employment and emergency housing for individuals who are having a mental health crisis.
The A.S.K. partnership will enhance a multi-prong approach that addresses homelessness directly as well as its underlying causes.
AMIH is certified in the evidence based "Ready to Rent" practice. Our Housing Coordinators provide these trainings on a regular basis to help individuals with poor credit and rental history become better candidates for available housing. We also partner with Northern California Legal Services to provide eviction and credit repair. And lastly for clients with disabilities our SOAR liaison can assist with social security applications that are then fast tracked for approval.
13. Identify staff who will implement and manage the program or project.
Include their experience administering the activity or similar type of activities. If this is a collaborative effort, note the agency for each staff person. Attach resumes and job descriptions or duty statements.
AMIH A.S.K. staff: Housing Coordinators (Amber Haughn, Diana Garcia), Housing Coordination Director (Vanessa Aguilar), Housing Supervisor (Miles Shelly) Data Analyst (Jason Winters), Development Manager (Connie Mallavia) and Jennifer Price (CEO).
SVDP: Will use existing staff for the A.S.K. program including: Bookkeeper (Cheri Alejo), Office Manager (Desiree Orozco), and Executive Director (Rebecca Rush).
KF: Will use existing staff: CEO (Debbie Gabelich), Program Manager (Christina Hernandez), and a variety of Case Managers.
Benefits: By consolidating some program and administrative services, A.S.K. will use funding more efficiently, which will increase the program’s overall capacity. The scope of services provided by the agencies will ensure that the collaboration maximizes engagement with Roseville/Rocklin residents in need of services to improve outcomes. A.S.K. will ensure a warm hand-off of clients being referred to each other.
14. Describe your service area. CDBG funding is intended to benefit City of Roseville residents.
HPRR funding is intended to benefit Roseville and Rocklin residents.
If you serve an area less than the entire city, explain. If you serve an area larger than the city, how will you identify costs to serve Roseville residents? How will you assure Roseville residents are referred by outside agencies?
All agencies in the A.S.K. collaboration serve the Placer County region and provide services in the City of Roseville & Rocklin. Residency for each participant is verified at program entry and documented on their HMIS intake forms. A.S.K. receives client referrals through partnerships with public and community based human services agencies that serve Roseville residents. We also receive referrals through schools, courts, law enforcement agencies, and other health care providers. In addition, A.S.K. agencies will use the Placer County By Name List through coordinated entry for referrals. A.S.K. reaches out to the community to raise awareness and accessibility.
KF has their main office located in Roseville and increased referrals from local schools, Roseville Utility and local Community Based Organizations. This has been further strengthened with participation in the housing collaborative and further collaborations with other members of that group, serving to assist clients with budgets and Ready-to-Rent programs. KF leverages the countywide collaborations and other inhouse
services to build capacity for clients served.
SVDP has their main office located in Roseville, conveniently located to supportive services provided by ASOC and the City of Roseville. SVDP primarily serves the Roseville/Rocklin area.
AMIH has their administrative office in Auburn, but we also have an office at 110 N Sunrise Blvd in Roseville. The AMIH services are in the Placer/Nevada region.
15. List all City of Roseville funding received within the last three (3) years including funding amount and status.
List as follows: PROGRAM/PROJECT NAME, SOURCE/TYPE, AWARD AMOUNT, AWARD DATE, EXPENDED AMOUNT, STATUS (planned, underway, complete, or canceled) 2024/2025: Rapid Rehousing & Homeless Prevention - $400,000 for the ASK program.
Source: City of Roseville. Status: Underway.
2024/2025: Temporary rent & utility assistance with supportive services. Source: City of Roseville. $20,250. Status: Underway
2023/2024: Rapid Rehousing & Homeless Prevention - $500,000 for the ASK program. Source: City of Roseville. Status: Complete.
2023/2024: Temporary rent & utility assistance with supportive services. Source: City of Roseville. $15,000. Status: Complete.
2022/2023: Rapid Rehousing & Homeless Prevention - $500,000 for the ASK program. Source: City of Roseville. Status: Complete.
2022/2023: Temporary rent & utility assistance with supportive services. Source: City of Roseville. $15,000. Status: Complete.
2021/2022/2023: Rental Assistance - $400,500 (CDBG CV). Source: City of Roseville. Status: Complete.
2021/2022: Rapid Rehousing & Homeless Prevention - $250,000 for the ASK program. Source: City of Roseville. Status: Complete.
2021/2022: Temporary rent & utility assistance with supportive services. Source: City of Roseville. $15,000. Status: Complete.
16. Should the City award less than you have requested, how will this impact the program or project?
Will you accept a lesser amount? Will goals be reduced? Will the program or project not be feasible? If A.S.K. receives less money than requested, it will directly impact the number of participants that can be served. The number of individuals receiving short-term housing assistance will need to decrease as well as the amount of deliverable supportive services in proportion to any decrease in funding.
The funding from this application reaches the most vulnerable households in Roseville/Rocklin. This funding is a lifeline and can prevent extremely low-income families from becoming homeless. This year we are requesting additional funds to assist KF & SVDP in particular. Each year, they fully expend the funds allocated to them in the first two quarters of the fiscal year. This just identifies how many families in particular are in need of the homeless prevention funding to address high stress situations such as job loss and medical issues.
17. Explain how this program or project offers something different from what other agencies may offer, or are currently offering.
Do you coordinate with other agencies to leverage and avoid duplication? What makes you different? Are services targeted to a unique population? Are you uniquely positioned to serve a community because of location, relationships, or staff skills?
There are currently other agencies providing some rapid rehousing and homeless prevention, but most of the housing money available is for permanent or emergency housing. This program will differ in that it is a genuine collaborative effort to benefit all low income homeless or at risk in Roseville & Rocklin. The funding will allow participants to retain and preserve their current housing through one time rental or utility assistance. It will also offer short-term rental assistance to low-income residents who need a leg up to obtain stable housing. This differs from current programs that have strict requirements for people in need of assistance and have limits on the individuals they can serve.
This program also differs from other agencies, in that our clients receive support after they are housed.
The agencies involved often have long term relationships with participants and can continue to offer services utilizing other available funding. In addition, AMIH in particular has more housing coordinators than any other program. The AMIH team spends a significant amount of time on landlord recruitment, and we provide weekly email updates on available housing to the nearly 1000 participants on our referral lists.
Housing is in short supply, and we are constantly updating our clients on housing that isn't even on the open market yet due to our diligent efforts with landlords.
18. These funds must be used to benefit extremely low, very low, and low and moderate income persons. You must also collect and report demographic information on persons served.
Describe your methods for documenting eligibility for services and collecting demographics.
If you are targeting a low-income area, please describe the area and how you determined it is low- income. If you are serving a population that is presumed to be low-income, please describe. Describe the tools you use to report on persons served.
AMIH, KF & SVDP will utilize the Homeless Management Information System for all incoming clients. This database will compile all data to comply with reporting requirements.
The intake paperwork captures the following data: demographics, income, income source, homeless status, location, and current housing placement or lack thereof. All participants from these programs will utilize the HMIS intake, update, and exit forms to compile demographic & income information to determine eligibility and to record any updates while enrolled in the A.S.K. program.
19. Are you currently participating in and using HMIS? Are you part of coordinated entry? (HOMELESS)
If not, will you begin using HMIS if awarded funding? Will information on persons served under this award be entered into HMIS?
A.S.K. will use HMIS to count and monitor the participants in this program. AMIH, SVDP, and KF participate in HMIS and will enter their participants into HMIS. AMIH participates directly in Coordinated Entry. See #9 for more information about Coordinated Entry participation.
20. How many unduplicated persons are you projecting to serve THIS year (July 2024 - June 2025)? How many of those will be Roseville residents?
If not underway, enter 0. Ignore the automatic total under the table you will see in preview and print.
21. How many unduplicated persons are you projecting to serve NEXT year (July 2025 - June 2026) should you receive this award? How many of those will be Roseville residents? Ignore the automatic total under the table you will see in preview and print.
22. What is your total cost to serve each unduplicated person? Amount funded by this grant? Ignore the automatic total under the table you will see in preview and print.
23. Describe the primary unit of service you will provide.
You will propose numbers in the following question. Examples include: meals, homes repaired, hours of service provided, shelter nights.
Shelter Nights
24. How many units of service (above) do you propose to provide? How many can be attributed to the funding requested?
25. This request will … (SERVICES, FACILITIES, HOMELESS) Select one
26. Describe all planning/predevelopment steps that have been completed to date. (FACILITIES, 1000Total unduplicated persons
1000Roseville unduplicated persons
2,000.002,000.00TOTAL
1000Total unduplicated persons
1000Roseville unduplicated persons
2,000.002,000.00TOTAL
1050Total cost/person ($)
600Cost/person funded by this grant ($)
1,650.001,650.00TOTAL
60000Total units
34000Units attributed to funding requested
94,000.0094,000.00TOTAL
Result in an increase in the current level of service provided, or increase the capacity of a facility.
Improve access to an existing service, or improve access to an existing facility.
Prevent a reduction in the current level of service provided, or reduction in the current capacity of a facility.
Correct a currently sub-standard level of service, or correct a sub-standard condition in a facility.
ACQUISITION)
-answer not presented because of the answer to #1-
27. Is this project a multi-phased activity? (FACILITIES, ACQUISITION) -answer not presented because of the answer to #1-
28. Is this a new program/service, or an expansion or continuation of an existing program/service? (SERVICES, HOMELESS, ECONOMIC DEVELOPMENT)
29. Enter the number of full-time and part-time jobs that will be created or retained. (ECONOMIC
DEVELOPMENT)
-answer not presented because of the answer to #1-
30. Enter the number of full-time and part-time jobs that will be created or retained FOR LOW- INCOME PERSONS. (ECONOMIC DEVELOPMENT)
-answer not presented because of the answer to #1-
31. For acquisition of real property or existing property to be used for the development of affordable rental housing - do you have evidence of site control and a current appraisal? (ACQUISITION)
-answer not presented because of the answer to #1-
32. What direct COVID needs will be addressed with this program? (CDBG-CV) -answer not presented because of the answer to #1-
33. A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. How will you ensure no duplication of benefits for the participants of your program? (CDBG-CV) -answer not presented because of the answer to #1-
34. In follow up to the previous question, how will you ensure no duplication of benefits for your agency? Please complete the Duplication of Benefits Chart located in the Documents tab. (CDBG-CV)
-answer not presented because of the answer to #1-
35. Provide any additional information in the space below that you would like to be considered for this proposal.
If none, enter “none.”
The goal of the A.S.K. collaboration was to create a true wraparound care system for residents who are homeless or facing homelessness by addressing issues that contribute to the problem and providing relevant support services that increase housing stability. A.S.K. recognizes the need for increased community collaboration to support the increasing demand for housing services. By bringing these three agencies together we continue reducing the number of homeless in the City of Roseville/Rocklin.
36. Have you completed the budget tab?
37. Have you uploaded all required documents?
New
Expansion
Continuation
Yes
Yes
Program/Project Budget top
Revenue/Sources Prior (Actual)Current (Budgeted)Proposed City of Roseville (this request) $ 500,000.00 $ 500,000.00 $ 500,000.00 ESG Placer CoC $ 100,000.00 $ 100,000.00 $ 100,000.00
Placer County $ 25,000.00 $ 25,000.00 $ 25,000.00
HHAP $ 125,000.00 $ 125,000.00 $ 125,000.00
HHIP $ 0.00 $ 0.00 $ 0.00
Total $ 750,000.00 $ 750,000.00$ 750,000.00
Expenses/Uses Prior (Actual)Current (Budgeted)Proposed
One Time/Short Term Rental
Assistance $ 390,000.00 $ 390,000.00 $ 390,000.00
Hotel Vouchers $ 10,500.00 $ 10,500.00 $ 10,500.00
Application Fees $ 10,500.00 $ 10,500.00 $ 10,500.00
Case Manager Salaries $ 175,000.00 $ 175,000.00 $ 175,000.00 Deposits $ 83,000.00 $ 83,000.00 $ 83,000.00
Utilities $ 20,000.00 $ 20,000.00 $ 20,000.00
Telecommunications $ 600.00 $ 600.00 $ 600.00
Transportation $ 5,000.00 $ 5,000.00 $ 5,000.00
Administration $ 55,400.00 $ 55,400.00 $ 55,400.00
Total $ 750,000.00 $ 750,000.00$ 750,000.00
Current less Prior
Change from Prior (Actual) to Current (Budgeted)
$ 0.00
Proposed less Current
Change from Current (Budgeted) to Proposed
$ 0.00
Program/Project Budget Narrative
In addition to this request for HPRR funding, this project will be leveraged by A.S.K. agencies as follows:
AMIH: Placer County Housing Coordinator contract, MHSA, ESG, CalWorks RRH, Bringing Families Home, HHAP, and AMIH general operations funds. These contracts provide funding for services to prevent homelessness, rapidly rehouse or permanently house individuals through vouchers in the community. All funding sources leverage each other, and the participant will be placed
in the housing program that is most applicable to their need. In addition, AMIH will utilize the services of their 15 other housing coordinators as matching funds ($1,025,000 value).
KF: Will leverage existing agency funds/funding to provide comprehensive support services that will not only help identify and refer for rapid rehousing, but help stabilize and provide resources to the families to avoid/prevent homelessness.
SVDP: Will leverage their food programs, staffing, employment programs, volunteers, and homeless assistance funds.
Documents top
Documents Requested * Required?Attached Documents *
Agency Adopted Budget for current year
AMIH - Agency Budget 24-25
Program/Project Proposed Budget
2025.26 -HPRR-ASK Program Budget -
Application ID: 486909
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* ZoomGrants™ is not responsible for the content of uploaded documents. download template AMIH
Current Organizational Chart
AMIH - Current Org Chart
Authorized Signatory Page
download template
AMIH - Signatory Page - signed
Collaborator Commitment Letter(s)
Award Letter(s)
Other documents
Duplication of Benefits Chart (CDBG-CV
only)
download template
Blank copy of Program Intake Form
Organization's Non-Discrimination Policy
Organization's Reasonable
Accommodation Policy
EXHIBIT "B"
Performance Measures of
Program Outcomes
The City and its grantees will track data on the performance measures as described below. The City will require grantees to collect this information from project participants at program entry and at program exit, or as needed based on timing of submittal of monitoring reports, whichever occurs first. Grantees that do not measure progress or do not make notable progress through the services provided will rank lower or may not be considered for potential future funding rounds. Grantees must utilize the Homeless Management Information System ("HMIS") intake, update, and exit forms.
Measurement I: How many people were served?
• # of people served and demographics
Measurement 2: How many secured housing?
• % and # of people who successfully secure housing, separated into transitional or residential treatment facility and permanent housing • Cost/benefit ratio (number of clients exited to permanent housing/program cost) • Length of time from program entry to securing permanent housing Measurement 3: What are the long-term benefits? Are there any impacts to other services? Housing:
• % and # of people who retain permanent housing at 6 month intervals from placement in permanent housing or obtain permanent housing after time in transitional or residential treatment
Measurement 4: Please provide narrative information regarding your local partnerships and how you collaborate with other partners and referral agencies to increase service delivery efficiency and decrease service duplication in Roseville and Rocklin.
Measurement 5: Are participants of your program properly entered and updated in the HMIS database?
Use of Funding: A summary report regarding use of the program grant funding will be required with each monitoring report as well, including a final report on the use of funds .
Performance measurements that are unrelated to a given program can be waived at the discretion of City housing staff.
RESOLUTION NO. 25-243
APPROVING A GRANT AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE
AND THE GATHERING INN, AND AUTHORIZING THE CITY MANAGER TO EXECUTE
IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, a Grant Agreement for Homeless Prevention and Rapid Rehousing Services, by and between the City of Roseville and The Gathering Inn, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
[B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/25]
GRANT AGREEMENT FOR HOMELESS PREVENTION
AND RAPID REHOUSING SERVICES
THIS GRANT AGREEMENT, is made and entered into this ___ day of ___________, 20__, by and between the City of Roseville acting in its role as the Housing Successor, a municipal corporation ("CITY"), and The Gathering Inn, a California non-profit corporation ("GRANTEE").
W I T N E S S E T H:
WHEREAS, pursuant to Health and Safety Code Section 34175(b) and the California Supreme Court’s decision in California Redevelopment Association, et al. v. Ana Matosantos, et al. (53 Cal. 4th 231 (2011)), on February 1, 2012, all assets, properties, contracts, leases, books and records, buildings, and equipment of the Redevelopment Agency of the City of Roseville (“RDA”) transferred to the control of the Successor Agency of the RDA (“Successor Agency”) by operation of law; and
WHEREAS, pursuant to Health and Safety Code Section 34179.7, the California Department of Finance (“DOF”) issued a finding of completion to the Successor Agency on August 30, 2013; and
WHEREAS, funds in the Low and Moderate Income Housing Asset Fund were subsequently transferred from the Successor Agency to CITY to use in its role as Housing Successor; and
2 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025] WHEREAS, Section 34176.1(a)(2) of the California Health and Safety Code authorizes Housing Successors, after meeting certain obligations, to expend up to five hundred thousand dollars ($500,000) per fiscal year for homeless prevention and rapid rehousing services; and WHEREAS, GRANTEE has applied for a grant from these funds in response to CITY’s Notice of Funding Availability; and
WHEREAS, the Grant Application is attached as Exhibit “A” to this Grant Agreement and is incorporated herein by this reference; and
WHEREAS, CITY, after meeting the required obligations and acting in its role as the Housing Successor, desires to grant GRANTEE one hundred twenty-five thousand dollars ($125,000) for homeless prevention and rapid rehousing services pursuant to the terms and conditions of this Grant Agreement.
NOW, THEREFORE, the parties agree as follows:
1. Grant. CITY hereby authorizes a grant to GRANTEE in the amount of one hundred twenty-five thousand dollars ($125,000) for homeless prevention and rapid rehousing services.
2. Terms of Agreement Prevail. GRANTEE shall comply with all the terms and conditions of the Grant Application and this Grant Agreement. In the event of any discrepancy between the terms of this Grant Agreement and those of the Grant Application, the terms of this Grant Agreement shall prevail.
3. Eligible Services. GRANTEE may only expend the grant on the homeless prevention and rapid rehousing services identified in the Grant Application. Grant funds may only be used to serve households with incomes not exceeding thirty percent (30%) of area
3 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025] median income, as determined by Department of Housing and Community Development guidelines. Grant funds may not be used for health or mental health services, food, clothing, emergency shelter, or other services that do not directly assist an individual with avoiding or exiting homelessness. All services shall be performed in a manner satisfactory to CITY’s Economic Development Director.
4. Funds to be Expended During 2025-26 Fiscal Year. The grant shall be payable only from the Low and Moderate Income Housing Asset Fund. The grant is made only for the time period between July 1, 2025 and June 30, 2026. All funds received by GRANTEE under this Grant Agreement shall be spent prior to June 30, 2026. All funds not spent by June 30, 2026, shall be returned to CITY by July 1, 2026.
No other fund of CITY, including without limitation its general fund, shall be liable for any payment under this Grant Agreement, nor is the taxing power of CITY pledged in any manner.
5. Grantee as Independent Entity. GRANTEE and the agents or employees of GRANTEE in performance of this Grant Agreement shall act in an independent capacity and not as officers, employees or agents of CITY.
6. City’s Right to Terminate. CITY may terminate this Grant Agreement at any time and be relieved of the payment of any consideration to the GRANTEE should GRANTEE fail to perform the covenants herein contained in the manner herein provided.
7. No Assignment. This Grant Agreement is not assignable by GRANTEE either in whole or part.
8. Time is of the Essence. Time is of the essence of this Grant Agreement.
4 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025]
9. All Terms to be in Writing. No alteration or variation of the terms of this Grant Agreement shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on either of the parties hereto.
10. Generally Accepted Accounting Principles. GRANTEE agrees to establish and maintain fiscal controls and accounting procedures in accordance with generally accepted accounting principles as required by the Finance Director of CITY.
GRANTEE agrees to keep records and fully disclose the amount, date, purpose, payee and disposition of the proceeds of the grant; the total cost of the program for which the grant is awarded; and the amount and disposition of that portion of the total cost provided by other sources. The procedure developed by GRANTEE must provide for accurate and timely recordation of the receipt of funds, expenditures, and unexpended balances.
11. Allowability of Expenditures. GRANTEE shall accurately document each transaction to permit the determination, through an audit if requested by CITY, of the accuracy of the records and the allowability of expenditures charged to grant funds. If the allowability of an expenditure cannot be determined because records or documentation are inadequate, the questionable expenditure shall be disallowed. In such case, GRANTEE shall reimburse CITY the amount of any disallowed expenditure. Determination by CITY of the allowability of any expenditure shall be final except in instances of fraud, mistake, or arbitrariness.
12. Maintenance of Records. GRANTEE agrees to maintain fiscal records, including invoices and receipts for a period of three (3) years after termination or expiration of this Grant Agreement and to permit CITY to inspect those records.
5 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025]
13. Audit. CITY may at any time require an audit of GRANTEE's financial and program records.
14. Reports. GRANTEE shall, at such time and in such forms as CITY may require, furnish CITY statements, records, reports, data and information pertaining to matters covered by this Grant Agreement. GRANTEE shall file a Semi-Annual Report no later than February 1, 2026 and an Annual Report no later than July 10, 2026 containing information related to how the grant funds were expended, the types of services provided, an overview of collaboration efforts with local partners, and a summary of program outcomes required in Exhibit “B,” which is incorporated herein by this reference, including, but not limited to, how many persons retained or obtained housing.
15. Unlawful Discrimination Prohibited. During the performance of this Grant Agreement, GRANTEE shall not deny this Grant Agreement's benefits to any person on the basis of religion, race, color, ethnic group, ancestry, national origin, sex, age, physical or mental disability, medical condition, genetic information, marital status, sexual orientation, or any other legally protected basis nor discriminate unlawfully against any employee or applicant for employment because of race, religion, color, national origin, ancestry, physical handicap, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, military status, veteran status, or any other legally protected basis. GRANTEE shall ensure that the evaluation and treatment of all employees and applicants for employment are free of such discrimination.
16. Fair Employment. GRANTEE shall comply with the provision of the Fair Employment and Housing Act (Government Code § 12900, et seq.), the regulations promulgated thereunder (2 CCR § 10000, et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3,
6 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025] Title 2 of the Government Code (§ 11135-11139.5) and the regulations or standards adopted by the State to implement such article.
17. Indemnification. To the fullest extent allowed by law, GRANTEE shall defend, indemnify, save and hold harmless CITY and all its officers, agents, employees and volunteers from all claims, suits or actions of any means, kind or description brought forth on account of fiscal or other injuries to or death of any person including but not limited to workers or the public or damage to property or natural resources resulting from the performance of this Grant Agreement except as otherwise expressly provided by statute. The duty of GRANTEE to defend, indemnify, save and hold harmless includes the duties to defend as set forth in Civil Code § 2778.
GRANTEE waives any and all rights to any types of expressed or implied indemnity against CITY, its officers and employees. GRANTEE warrants that it is fully aware of an expressly waives the protection of Civil Code § 1542. GRANTEE’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Grant Agreement for the full period of time allowed by law. The parties intend that this provision shall be broadly construed.
18. Termination by CITY. CITY may terminate this Grant Agreement in whole or part upon ten (10) days prior written notice to GRANTEE for any of the following reasons:
A. GRANTEE fails to proceed for whatever reason with the services in the manner set forth in this Grant Agreement.
B. CITY deems this Grant Agreement is not satisfactorily being performed.
C. If any portion of this Grant Agreement is assigned without prior written approval of CITY.
7 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025]
19. No Waiver of Breach. No waiver of any breach of this Grant Agreement by CITY shall be held to be a waiver of any other or subsequent breach.
20. Attorney’s Fees; Venue; Governing Law. If either party commences any legal action against the other party arising out of this Grant Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Grant Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Grant Agreement shall be governed by and construed in accordance with the laws of the State of California.
21. Severability. If any of the provisions contained in this Grant Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Grant Agreement as a whole.
22. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.
IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 2024, and GRANTEE has caused this Agreement to be executed.
[SIGNATURES ON FOLLOWING PAGE]
Certificate Of Completion
Envelope Id: 00747FFB-2856-4789-999C-BC2358F69C4D
Status: Delivered
Subject: Complete with Docusign: HPRR Grant Agreement - The Gathering Inn - FINAL v2.pdf Source Envelope:
Document Pages: 19
Signatures: 1
Envelope Originator:
Certificate Pages: 5
Initials: 0
Jennifer Doell
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
, CA 95677
[email protected]
IP Address: 12.176.155.2
Record Tracking
Status: Original
6/18/2025 3:08:42 PM
Holder: Jennifer Doell
[email protected]
Location: DocuSign
Signer Events
Signature
Timestamp
Debbie Hurst
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 6/18/2025 3:30:22 PM
Viewed: 6/19/2025 12:36:31 PM
Electronic Record and Signature Disclosure:
Accepted: 6/19/2025 12:36:31 PM
ID: 6542d10c-c149-4ee0-8aec-2d8b45bbe64f
Keith Diederich
[email protected]
President and CEO
The Gathering Inn
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 12.176.155.2
Sent: 6/18/2025 3:30:23 PM
Viewed: 6/18/2025 4:26:06 PM
Signed: 6/18/2025 4:26:19 PM
Electronic Record and Signature Disclosure:
Accepted: 6/18/2025 4:26:06 PM
ID: 09187208-feca-4ce3-a36c-36326dc12f81
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1 [B:\City Attorney\corres\Kelly\Contracts 2025\HPRR The Gathering Inn.docx: 6/5/2025] EXHIBIT “A”
Grant Application
Powered by ZoomGrants™ and
Email This Preview Save as PDF Print Close Window A▲▼ City of Roseville
Housing Division
2025/26 CDBG and HPRR Funding Application
Deadline: 1/31/2025
The Gathering Inn
The Gathering Inn HPRR
Jump to: Pre-Application Questionnaire Funding Application Program/Project Budget Documents
$ 205,822.40 Requested
$ 352,303 Total cost of the program
or project
Submitted: 1/29/2025 5:43:51 AM
(Pacific)
Project Contact
Rolande Tellier
[email protected]
Tel: 9166625351
Additional Contacts
[email protected]
The Gathering Inn
4020 Sierra College Blvd.
Suite 100
Rocklin, CA 95677
United States
President and CEO
Keith Diederich
[email protected]
Telephone916-791-9355
Fax
Web www.thegatheringinn.com
EIN 84-1657746
UEI PCP7FJ4F4LA2
SAM
Expires
Pre-Application Questionnaire top
Primary Applicant
1. Which type of applicant entity are you?
Select one.
2. Have you received any grant funding from the City of Roseville before?
3. Which grant types has your agency received before?
Check all that apply. From any source or agency.
Non-profit (501c3/c4)
Public agency
Multi-agency Collaborative – Non-profit
Multi-agency Collaborative – Non-profit/Public Agency
Other:
Yes
No
Application Summary Description
4. Briefly describe the proposed program or project.
The Gathering Inn (TGI) is requesting HPRR funds to support case management of guests at our Roseville emergency shelter location, which serves South Placer county with a majority of guests being from Roseville or Rocklin. In addition, funding would provide for deposit, rental and utility assistance as guests exit the program into housing as well as provide rental subsidies for TGI's permanent supportive housing locations in Roseville and Rocklin.
Co-Applicant/Collaborating Agency
5. If this is a collaborative application, how many agencies are involved? Tick "0" if this is *not* a collaborative application.
6. List the collaborating agencies (Enter "none" if none.) Enter agency name and UEI # if assigned
None
7. Which funding source are you requesting?
Select one
8. Indicate the type of activity. You may select only one. *If you are applying for Homeless Prevention and Rapid Re-housing (HPRR) funds, please select the fifth option (HPRR).* You may submit more than one application. You may submit applications for more than one activity type. If you are not sure which category to select, please consult City staff. You will need to know this for your main application.
CDBG
REACH/Citizen’s Benefit Fund/ARPA
Homeless Prevention and Rapid Re-Housing (HPRR)
Other homeless funds (McKinney-Vento or other)
CDBG-CV
Other:
No prior funding
0 1
2 3
4 5
6 more than 6
CDBG
HPRR
CDBG-CV (Specifically related to preventing, preparing for, and responding to COVID-19)
CDBG - Public Services (not including services for homeless persons)
CDBG - Public Facilities
CDBG - Economic Development
CDBG - Housing (not including housing and shelter for homeless persons)
HPRR - Homeless Prevention and Rapid Re-housing
9. Approximately how much in funding do you anticipate requesting for this application? 112000
10. Has your agency expended $1,000,000 or more in federal funds during the most recent fiscal year?
Please note, if federal expenditures exceed $1,000,000, a Single Audit is required.
11. CDBG funding is intended to benefit City of Roseville residents. HPRR funding is intended to benefit Roseville and Rocklin residents. Select "Yes" to confirm your understanding of these requirements.
CDBG - Other Homeless Services (including shelter) *subject to Public Services cap*
CDBG - Acquisition of property with existing structures or facilities
CDBG-CV - Prevent, prepare for, or respond to COVID-19
Yes
No
Yes
Funding Application top
1. Indicate the type of activity. You may select only one. *If you are applying for Homeless Prevention and Rapid Re-housing (HPRR) funds, please select the fifth option (HPRR).* Your selection will determine the branching questions you will answer for your specific activity. (BRANCHING CRITERIA)
You may submit more than one application. You may submit applications for more than one activity type. If you are not sure which category to select, please consult City staff. Your selection will determine the questions you are required to complete.
2. Describe the program or project.
What is the service you will provide or the project you will complete? How will it happen and when? What will be the result? Who will benefit and how? What are the goals and objectives? TGI employs 3 FTE Case Managers who work directly with our homeless guests at our South Placer location. Case Manager's specific duties include the following:
- Interview incoming guests and perform a needs assessment to identify each guest's barriers to obtaining housing and determine needs. This information is used to collaborate with the guest to develop a specific plan to connect them to the services and support necessary to ready them for housing. - After initial intake, case managers meet and follow up with each guest regularly on at least a weekly basis.
- Guest guests to obtain necessary vital documents for entering into a lease agreement when a housing opportunity arises.
- Facilitate Ready to Rent classes.
Some answers will not be presented because they are not part of the selected group of questions based on the answer to #1.
CDBG - Public Services (not including services for homeless persons)
CDBG - Public Facilities
CDBG - Economic Development
CDBG - Housing (not including housing and shelter for homeless persons)
HPRR - Homeless Prevention and Rapid Re-housing
CDBG - Other Homeless Services (including shelter) *subject to Public Services cap*
CDBG - Acquisition of property with existing structures or facilities
CDBG-CV - Prevent, prepare for, or respond to COVID-19
- Continue to provide case management and "after care" after housing is attained to ensure long term success.
Rapid Rehousing funds are also requested to assist guests in overcoming barriers to signing a lease agreements. These funds may be for security deposits or other financial obligations that need to be met in order to obtain housing.
3. Location(s) where services will be provided or project will be completed.
Include administrative offices if services will also be provided there or from there. Provide street address, city, and ZIP code.
Services will be provided to guests at our South Placer location: 201 Berkeley Ave,, Roseville, CA 95678
4. What is the program's/project's current status?
Is it still being planned? Is it underway? Is it ready to receive funding? Is the program or project seasonal? What will need to be done before the program or project can start? The program is underway and ready to receive funding.
5. When will the program or project begin?
If underway as of application, enter “underway.”
underway
6. When will the program or project be completed?
Services must be completed no later than June 30 of the award fiscal year. program is ongoing
7. What are the specific costs to be funded with this request? Identify the types of costs and amounts. Salary, and for whom? Materials, what type and quantity? Equipment, specifications? How will funding these costs meet the goals and objectives described in this request?
Salary support and benefits for 1 FTE Case Manager: $66,976 Rapid Rehousing funds: $100,000
Rental Stipends: $12,000
Indirect costs (15%): $26,846
8. If this is a collaborative application, describe the collaboration being utilized for the proposed program or project.
Explain how the collaboration improves the provision of services or the competition of the proposed program or project. Attach co-applicant commitment letters to your application to document the collaboration.
N/A
9. Describe your other collaboration with other agencies, including non-profit and public agencies.
Do you participate in the local Continuum of Care (CoC) and/or coordinated entry efforts? Do you provide/accept referrals? Do you participate in other coordinating bodies or work with service/business/government organizations?
TGI participates in the CoC for Placer County, and holds a position on its board of directors as well as the board of the Homeless Resource Council of the Sierras.
TGI staff also leads and participates in the Built for Zero efforts, housing navigation collaboration and multi-agency case conferencing, including AMI Housing.
TGI has had a long-standing relationship with Placer County HHS, Placer and Roseville Housing Authorities, Placer County Probation, Roseville and Rocklin police, Placer County Sheriff, Sutter Health and Kaiser and numerous church partners.
10. Describe your use of volunteers.
How do volunteers contribute to your efforts overall and to this program or project specifically? Our volunteers demonstrate the heart of The Gathering Inn. They invest their time and talent to impact the lives of our guests, assure them of their value, and encourage their growth. Our South Placer program wouldn't exist without our network of over 20 hosting churches who provide food, shelter & fellowship 365 nights each year. Similarly, our Mid Placer program is upheld by numerous devoted volunteer groups from the community who daily provide and cook dinner for our guests in our 53-foot professional, mobile kitchen. Our dedicated volunteers also assist in our bi-weekly clothing closet, maintenance of our Roseville location and permanent supportive housing, fundraising & daytime resource center. Doctors and nurses donate their time to provide free on-site medical care to guests & low-income community members. All in all, our volunteers nurture friendship, encourage well-being and offer tangible proof that the guests we serve aren’t invisible to the community, but are indeed valued.
11. Describe your history and experience providing services to the community.
Be sure to include the number of years in operation and summary of major accomplishments.
TGI has been serving people experiencing homelessness in Placer County since 2004. Starting as a winter-only nomadic shelter for men, TGI's services in Placer County have grown to include 3 emergency shelter locations, 7 permanent supportive housing locations and a medical respite program all serving nearly 400 individuals each night.
12. Describe your experience with this type of program or project.
If this is a new program or project, your experience with similar programs and projects. If this addresses homelessness, what is your knowledge of issues and needs specific to homeless persons, including families and those at risk of homelessness?
TGI's mission statement is "to meet people where they are, inspire hope, and walk alongside them on their journey to sustainable housing." TGI exists to serve the needs of people experiencing homelessness and has been operating a nomadic shelter model in South Placer since 2004, a medical respite care program in Auburn since 2009, an emergency congregate shelter in Mid Placer since 2018 and a mobile temporary shelter since 2023.
13. Identify staff who will implement and manage the program or project.
Include their experience administering the activity or similar type of activities. If this is a collaborative effort, note the agency for each staff person. Attach resumes and job descriptions or duty statements.
Lindsey DeLaMare is the Program Director for the South Placer emergency shelter and oversees case managers. Lindsey has been with TGI since 2023 when she was hired as a case manager and was quickly promoted to Program Director.
14. Describe your service area. CDBG funding is intended to benefit City of Roseville residents.
HPRR funding is intended to benefit Roseville and Rocklin residents.
If you serve an area less than the entire city, explain. If you serve an area larger than the city, how will you identify costs to serve Roseville residents? How will you assure Roseville residents are referred by outside agencies?
The Gathering Inn serves any man, woman, or family experiencing homelessness in Placer County. As part of the intake process for all of our guests, we identify their city of residence prior to becoming homeless. In this way, we are able to identify which guests came from Roseville or Rocklin and then track the cost associated with serving those guests. All data pertaining to guests is captured in the Homeless Management Information System (HMIS).
HPRR funds are coded and tracked separately in our financial system, enabling us to provide detailed transactional reporting.
15. List all City of Roseville funding received within the last three (3) years including funding amount and status.
List as follows: PROGRAM/PROJECT NAME, SOURCE/TYPE, AWARD AMOUNT, AWARD DATE, EXPENDED AMOUNT, STATUS (planned, underway, complete, or canceled) Date Submitted Fund Name Use of Funding Award Amount
2/1/2022 CDBG non-covered dental procedures $15,000 completed
2/3/2022 CDBG Mental Health Clinician $15,000 completed 2/3/2022 CDBG Office renovations $25,000 canceled
2/4/2022 HPRR Salaries, electrical upgrades $221,700 completed 2/5/2023 HPRR Housing $250,000 completed
1/31/2024 HPRR Housing Specialist and RR $80,000 completed
16. Should the City award less than you have requested, how will this impact the program or project?
Will you accept a lesser amount? Will goals be reduced? Will the program or project not be feasible? We hope The City of Roseville would fully fund our request but TGI would continue providing comprehensive homeless services by identifying alternative sources of income. TGI has always been vigilant about maintaining diversified sources of funding as we are acutely aware that no funding source is guaranteed to continue from one year to the next. Lesser funding would mean fewer guests who receive financial assistance through rapid rehousing.
17. Explain how this program or project offers something different from what other agencies may offer, or are currently offering.
Do you coordinate with other agencies to leverage and avoid duplication? What makes you different? Are services targeted to a unique population? Are you uniquely positioned to serve a community because of location, relationships, or staff skills?
The Gathering Inn is the largest homeless emergency housing & supportive services provider in Placer County and is the only program that serves all demographics of those experiencing homelessness including men, women & families. No other agency in Placer County provides the breadth of supportive services The Gathering Inn does which include: medical services, clothing closet, laundry & shower services, daytime Resource Center and Service Center, case management, life skills & sobriety programs, on-site Mental Health Clinician support, medical respite and a Permanent Supportive Housing program.
Our case managers also continue to work with our guests once they attain housing to ensure they are successful long term and are good tenants and neighbors.
18. These funds must be used to benefit extremely low, very low, and low and moderate income persons. You must also collect and report demographic information on persons served.
Describe your methods for documenting eligibility for services and collecting demographics.
If you are targeting a low-income area, please describe the area and how you determined it is low- income. If you are serving a population that is presumed to be low-income, please describe. Describe the tools you use to report on persons served.
TGI performs a detailed intake process with all our homeless guests, and collects a number of data points including: sources of income, amount of income, ethnicity, gender and length of homelessness. This intake process verifies our program participants' low income status. The intake process also provides data regarding our guests' background
including; self-reported mental health conditions, whether they have been incarcerated, have been in treatment previously, have an existing medical condition, have a substance abuse problem or have received or are receiving government financial assistance. We would continue to use this system to count & monitor the beneficiaries of our programs. We have been utilizing the HMIS data management system for the past several years and have recently expanded its use to include tracking case management plans, notes & outcomes for our guests. TGI's Director of Quality Assurance is specifically responsible for all guest demographic and statistical reporting and has vastly improved the timeliness, accuracy and efficiency of data collection over the past year.
19. Are you currently participating in and using HMIS? Are you part of coordinated entry? (HOMELESS)
If not, will you begin using HMIS if awarded funding? Will information on persons served under this award be entered into HMIS?
Yes, TGI is the largest HMIS user in the county and all client data and case notes are entered into HMIS.
20. How many unduplicated persons are you projecting to serve THIS year (July 2024 - June
2025)? How many of those will be Roseville residents?
If not underway, enter 0. Ignore the automatic total under the table you will see in preview and print.
21. How many unduplicated persons are you projecting to serve NEXT year (July 2025 - June 2026) should you receive this award? How many of those will be Roseville residents? Ignore the automatic total under the table you will see in preview and print.
22. What is your total cost to serve each unduplicated person? Amount funded by this grant? Ignore the automatic total under the table you will see in preview and print.
23. Describe the primary unit of service you will provide.
You will propose numbers in the following question. Examples include: meals, homes repaired, hours of service provided, shelter nights.
Case Management Meetings
24. How many units of service (above) do you propose to provide? How many can be attributed to the funding requested?
25. This request will … (SERVICES, FACILITIES, HOMELESS) Select one
26. Describe all planning/predevelopment steps that have been completed to date. (FACILITIES,
ACQUISITION)
-answer not presented because of the answer to #1-
27. Is this project a multi-phased activity? (FACILITIES, ACQUISITION) -answer not presented because of the answer to #1-
28. Is this a new program/service, or an expansion or continuation of an existing program/service? (SERVICES, HOMELESS, ECONOMIC DEVELOPMENT) 646Total unduplicated persons
314Roseville unduplicated persons
960.00960.00TOTAL
650Total unduplicated persons
320Roseville unduplicated persons
970.00970.00TOTAL
542.00Total cost/person ($)
316.65Cost/person funded by this grant ($)
858.65858.65TOTAL
11614Total units
5717Units attributed to funding requested
17,331.0017,331.00TOTAL
Result in an increase in the current level of service provided, or increase the capacity of a facility.
Improve access to an existing service, or improve access to an existing facility.
Prevent a reduction in the current level of service provided, or reduction in the current capacity of a facility.
Correct a currently sub-standard level of service, or correct a sub-standard condition in a facility.
New
Expansion
29. Enter the number of full-time and part-time jobs that will be created or retained. (ECONOMIC
DEVELOPMENT)
-answer not presented because of the answer to #1-
30. Enter the number of full-time and part-time jobs that will be created or retained FOR LOW- INCOME PERSONS. (ECONOMIC DEVELOPMENT)
-answer not presented because of the answer to #1-
31. For acquisition of real property or existing property to be used for the development of affordable rental housing - do you have evidence of site control and a current appraisal? (ACQUISITION)
-answer not presented because of the answer to #1-
32. What direct COVID needs will be addressed with this program? (CDBG-CV) -answer not presented because of the answer to #1-
33. A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. How will you ensure no duplication of benefits for the participants of your program? (CDBG-CV) -answer not presented because of the answer to #1-
34. In follow up to the previous question, how will you ensure no duplication of benefits for your agency? Please complete the Duplication of Benefits Chart located in the Documents tab. (CDBG-CV)
-answer not presented because of the answer to #1-
35. Provide any additional information in the space below that you would like to be considered for this proposal.
If none, enter “none.”
none
36. Have you completed the budget tab?
37. Have you uploaded all required documents?
Continuation
Yes
Yes
Program/Project Budget top
Revenue/Sources Prior (Actual)Current (Budgeted)Proposed City of Roseville (this request) $ 352,302.50 $ 205,822.40 Total $ 0.00 $ 352,302.50$ 205,822.40
Expenses/Uses Prior (Actual)Current (Budgeted)Proposed
Salaries $ 169,000.00 $ 58,240.00
Benefits $ 25,350.00 $ 8,736.00
Rapid Rehousing funds $ 100,000.00 $ 100,000.00
Equipment
Rental Stipends for PSH $ 12,000.00 $ 12,000.00
Indirect costs $ 45,952.50 $ 26,846.40
Application ID: 486947
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Total $ 0.00 $ 352,302.50$ 205,822.40
Current less Prior
Change from Prior (Actual) to Current (Budgeted)
$ 352,302.50
Proposed less Current
Change from Current (Budgeted) to Proposed
$ -146,480.10
Program/Project Budget Narrative
Salary support and benefits for 1 FTE Case Manager: $66,976: will provide case management and housing navigation support
Rapid Rehousing funds: $100,000: for rental security and utilities deposits; landlord incentives Rental Stipends: $12,000: for current tenants of permanent supportive housing in Roseville Indirect costs (15%): $26,846
Documents top
Documents Requested * Required?Attached Documents *
Agency Adopted Budget for current year
2024 Agency Budget
Program/Project Proposed Budget
download template
TGI grant budget
Current Organizational Chart
Org Chart
Authorized Signatory Page
download template
Authorized Signatory
Collaborator Commitment Letter(s)
Award Letter(s)
Other documents
Duplication of Benefits Chart (CDBG-CV
only)
download template
Blank copy of Program Intake Form
Organization's Non-Discrimination Policy
Organization's Reasonable
Accommodation Policy
EXHIBIT "B"
Performance Measures of
Program Outcomes
The City and its grantees will track data on the performance measures as described below. The City will require grantees to collect this information from project participants at program entry and at program exit, or as needed based on timing of submittal of monitoring reports, whichever occurs first. Grantees that do not measure progress or do not make notable progress through the services provided will rank lower or may not be considered for potential future funding rounds. Grantees must utilize the Homeless Management Information System ("HMIS") intake, update, and exit forms.
Measurement I: How many people were served?
• # of people served and demographics
Measurement 2: How many secured housing?
• % and # of people who successfully secure housing, separated into transitional or residential treatment facility and permanent housing • Cost/benefit ratio (number of clients exited to permanent housing/program cost) • Length of time from program entry to securing permanent housing Measurement 3: What are the long-term benefits? Are there any impacts to other services? Housing:
• % and # of people who retain permanent housing at 6 month intervals from placement in permanent housing or obtain permanent housing after time in transitional or residential treatment
Measurement 4: Please provide narrative information regarding your local partnerships and how you collaborate with other partners and referral agencies to increase service delivery efficiency and decrease service duplication in Roseville and Rocklin.
Measurement 5: Are participants of your program properly entered and updated in the HMIS database?
Use of Funding: A summary report regarding use of the program grant funding will be required with each monitoring report as well, including a final report on the use of funds .
Performance measurements that are unrelated to a given program can be waived at the discretion of City housing staff.
City Council
Communication
Meeting Date: 7/16/2025
Item #: VII.27
File #: 0709-04
Item ID: 2025-439
Title: Homeless Outreach Worker - Contract Amendment
Contact: Suzanne Acrell 916-774-5469 [email protected]
SUMMARY
Staff recommends approval of the Homeless Outreach Worker Contract Amendment between the County of Placer, Department of Health and Human Services, and the City. The amendment will extend the contract through June 30, 2026, and supports the City's goal to maintain a safe and healthy community.
The City’s portion of this contract is funded with Low and Moderate Income Housing Asset Funds. No General Fund resources were used for the Homeless Outreach Worker Contract and no additional funding is required at this time.
RECOMMENDATION
Staff recommends that the City Council adopt a resolution authorizing the City Manager to execute the Homeless Outreach Worker Contract Amendment between the County of Placer, Department of Health and Human Services, and the City of Roseville for the extension of the contract to June 30, 2026.
BACKGROUND
In 2018, the City partnered with Placer County to hire a part-time Homeless Outreach Worker who was embedded with the Roseville Police Department Social Services Unit and assisted in completing outreach to members of the community who are experiencing homelessness. Through this position, individuals were connected to housing, shelter, and services, including chronically homeless individuals who obtained permanent housing. Based on further research on the results, best practices, as well as discussions with the Downtown Roseville Partnership (DRP) Clean and Safe Committee, it was concluded that consistent and additional outreach staff was necessary to continue making an impact on decreasing instances of local homelessness. Through consistent outreach, these workers/navigators are able to:
• Build relationships with individuals who may have a difficult time trusting others due to life history, mental illness, trauma, etc.;
• Connect people to the services and housing they need when they are seeking help; and • Be responsive to the business community by reaching out to individuals in the downtown area.
In 2024, the City, Placer County Adult System of Care (ASOC), and the DRP continued this partnership with a new Homeless Outreach Worker Contract. The contract funded the hiring of two 28-hour/week Homeless Outreach Workers who were embedded in the Roseville Police Department's Social Services Unit (SSU) for a term of 18 months at a cost not to exceed $80,000. Funding for this agreement included $15,000 from the DRP and $65,000 from the Low and Moderate Income Housing Asset Fund (Low/Mod funds). In addition, Placer County contributed $80,000 towards these services for a total of $160,000 in resources committed to the Homeless Outreach Worker program. Through this program, workers complete outreach with the SSU Problem-Oriented Policing (POP) Officers in the downtown and other identified areas and track specific data to measure results and report quarterly to the DRP Board. Data measures
include:
• Number of contacts with individuals experiencing homelessness • Number of unduplicated individuals referred to services • Number of unduplicated individuals referred to shelter, including transitional housing • Number of unduplicated individuals housed from experiencing chronic homelessness
This multi-agency collaboration between Placer County, Roseville Police SSU, and the DRP has proven to be mutually beneficial and has strengthened the Homeless Liaison Team. Intermittent staffing of the outreach worker positions over the past year resulted in available funds, enabling the program to be extended through June 30, 2026, without the need for additional funding. Extending this contract will allow outreach workers to continue building relationships with members of the community who are experiencing homelessness, navigate services and resources, and serve as liaisons to the downtown business community.
FISCAL IMPACT
The City’s portion of this contract is funded with Low and Moderate Income Housing Asset Funds. No General Fund resources were used for the Homeless Outreach Worker Contract and no additional funding is required at this time.
ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) only applies to projects that have the potential to cause a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. (CEQA Guidelines §15061(b)(3).
CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
1. Ensure a safe and healthy community
Respectfully Submitted,
Suzanne Acrell, Housing Analyst
Melissa Anguiano, Economic Development Director
ATTACHMENTS:
1. Resolution 25-233
2. Roseville Homeless Outreach Worker 24-26 HHS825A v2
REVIEWERS:
Suzanne Acrell, Economic Development Department - Housing Created/Initiated - 6/25/2025 Trisha Isom, Economic Development Department - Housing Approved - 6/25/2025 Melissa Anguiano, Economic Development Department Approved - 6/25/2025 Gretchen Hakala, City Attorney Department Approved - 6/25/2025 Katrina Six, City Clerk Department Approved - 6/27/2025
Ryan DeVore, City Manager Department - Assistant City Manager Approved - 6/30/2025 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 7/2/2025 Michelle Sheidenberger, City Attorney Department Approved - 7/2/2025 Dominick Casey, City Manager Department - City Manager Approved - 7/2/2025 Katrina Six, City Clerk Department Final Approval - 7/3/2025
RESOLUTION NO. 25-233
APPROVING A CONTRACT AMENDMENT, BY AND BETWEEN THE COUNTY OF
PLACER, HEALTH AND HUMAN SERVICES AND THE CITY OF ROSEVILLE, AND
AUTHORIZING THE CITY MANAGER TO EXECUTE IT
ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, a Contract Amendment for the Homeless Outreach Worker Contract, by and between the County of Placer, Health and Human Services, and the City of Roseville, has been reviewed by the Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Contract Amendment is hereby approved and that the City Manager is authorized to execute the agreement on behalf of the City of Roseville.
PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:
AYES COUNCILMEMBERS:
NOES COUNCILMEMBERS:
ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk
Contract Amendment A for Services Page 1 of 2
City of Roseville
Roseville Homeless Outreach Worker
CONTRACT AMENDMENT
PLACER COUNTY DEPARTMENT OF HEALTH & HUMAN SERVICES
DESCRIPTION: Homeless Outreach Worker
CONTRACT NO. HHS000825A
BEGINS: January 1, 2024
ENDS: June 30, 2025 2026
ADMINISTERING AGENCY: Health and Human Services, Adult System of Care
DESCRIPTION: First amendment to this contract between City of Roseville, a municipal corporation , hereinafter referred to as “CITY” and the County of Placer, hereinafter referred to as “COUNTY”.
WHEREAS, COUNTY and CITY wish to further identify and outreach with individuals who are homeless and in need of housing coordination and services; and
WHEREAS, CITY will receive $15,000 from the Downtown Roseville Partnership (DRP) to provide outreach services within the downtown area; and
WHEREAS, COUNTY has experience in the identification and hiring of outreach workers in other homeless services programs as well as overseeing case management for adults within Adult System of Care programs; and
WHEREAS, CITY has experience in identifying individuals and families who are homeless and in need of connection to services in Roseville and has previously coordinated on other COUNTY contracts to utilize homeless outreach workers; and
WHEREAS, COUNTY wishes to extend the contract term to allow for completion of the Homeless Outreach Worker program, and
WHEREAS, the parties wish to enter into this Agreement to provide a full and complete statement of their respective responsibilities in connection with the recitals set forth above, NOW, THEREFORE, in consideration of the mutual covenants and agreements of this Agreement, the parties hereby agree as follows the following amendment is made to the original contract, additions are shown in bold italics, deletions are shown in strike-through:
8. CONTRACT TERM: This Agreement shall remain in full force and effect from January 1, 2024 through June 30, 2025 2026. Contract provisions that contain report deadlines or record obligations which occur after contract termination survive as enforceable continuing obligations.
//Signatures on following page
Contract Amendment A for Services Page 2 of 2
City of Roseville
Roseville Homeless Outreach Worker
CITY”)
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to execute this Agreement as of the day first above stated:
CITY OF ROSEVILLE
(“CITY”)
COUNTY OF PLACER
(“COUNTY”)
_____________________________________
Dominick Casey, City Manager
_____________________________________
Robert L. Oldham, Director,
Department of Health & Human Services
Date: _______________________________
Date: ______________________________
Approved as to Form
City Attorney’s Office
Approved as to Form
Office of Placer County Counsel
_____________________________________ _____________________________________ Date: _______________________________ Date: _______________________________
Exhibits are not attached. Please reference original agreement HHS000825 to view the exhibits that have not changed.
City Council
Communication
Meeting Date: 7/16/2025
Item #: VII.28
File #: 0323
Item ID: 2025-434
Title: Police Body Armor - Purchase Order
Contact: Mark Peinado 916-774-5021 [email protected]
SUMMARY
Staff recommends approval of a purchase order with Black Box Safety, Inc. for the purchase of Police Body Armor in the amount of $173,261.96. Funding for this purchase was included in the Police Equipment Replacement project budget in the Equipment Replacement Fund.
RECOMMENDATION
Staff recommends that the City Council approve a Purchase Order to Black Box Safety, Inc. for the purchase of Police Body Armor in the amount of $173,261.96.
BACKGROUND
The Police Department has an ongoing requirement for body armor. The National Institute of Justice (NIJ) sets safety standards for law enforcement body armor, including the replacement of body armor every five years. Currently, the Department has 26 soft body armor and 107 rifle plates that are due for replacement.
The Police Department is requesting the approval of a purchase order to Black Box Safety, Inc. to purchase soft body armor, rifle plates and their associated carriers for a total amount of $173,261.96.
This Purchase Order will "piggyback" off a Nationwide Sourcewell Body Armor Contract: 091924-BBS.
FISCAL IMPACT
The total cost of this body armor purchase is $173,261.96. Funding for this purchase was included in the Police Equipment Replacement project budget in the Equipment Replacement Fund.
ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) only applies to projects which have the potential to cause a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. (CEQA Guidelines §15061(b)(3)).
CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
1. Ensure a safe and healthy community
Respectfully Submitted,
Mark Peinado, Management Analyst
Troy Bergstrom, Police Chief
ATTACHMENTS:
1. Sales - Quote 234 (2)
2. Black Box Safety Contract 091924
REVIEWERS:
Mark Peinado, Police Department Created/Initiated - 6/24/2025 Liz Luevano, Police Department Approved - 6/24/2025
Troy Bergstrom, Police Department Approved - 6/25/2025
Gretchen Hakala, City Attorney Department Approved - 6/25/2025 Katrina Six, City Clerk Department Approved - 6/27/2025 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 6/30/2025 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 7/2/2025 Michelle Sheidenberger, City Attorney Department Approved - 7/2/2025 Dominick Casey, City Manager Department - City Manager Approved - 7/2/2025 Katrina Six, City Clerk Department Final Approval - 7/3/2025
Bill to
Ship to
Roseville Police Department
Roseville Police Department
1051 Junction Blvd
Nicholas Hom
Roseville, CA 95678
1051 Junction Blvd
US
Roseville, CA 95678
US
Shipment Method
FOB Destination
Document Date
04/28/2025
Shipment Date
4/28/2025
Valid to
08/1/2025
SKU
Description
Quantity
Unit of
Measure
Unit Price
Amount
O3MM00BVZ5-DOJ
Point Blank Maverick Laser Cut with MAG-TAK
Release. Custom Mod 35.
26 Each
295.00
7,670.00
Officer Name:
Sizing Front:
Sizing Back:
Color: Midnight Navy
HL6ABDBV0M
Point Blank HiLite Carrier w/ AXBIIIA Level IIIA Soft
armor.
26 Each
820.25
21,326.50
Individual Name:
Sizing Front:
Sizing Back:
Color: Black
PLT019ECSN
Paraclete OMEGA ICW,
8”
X
10”
Special Threat
Plate Shooters Cut
26 Each
384.00
9,984.00
PCHRPAACZ5
Point Blank Duty Gear Radio Pouch
26 Each
30.74 799.24
Color: Midnight Navy
PCHHCAACZ5
Point Blank Duty Gear Handcuff Pouch Peerless
26 Each
23.20 603.20
Color: Midnight Navy
PCHPMD01Z5
Point Blank Duty Gear Double Pistol Mag Pouch
26 Each
30.74 799.24
Color: Midnight Navy
PCHOC1ACZ5
Point Blank Duty Gear OC Spray Pouch for 3 inch
Canister
26 Each
17.98 467.48
Color: Midnight Navy
OPERATOR ELITE W/ FS
Paraclete MICH high cut w/ dial liner and rails, No
NVG mount and HLMRRFAC00
26 Each
805.00
20,930.00
PCHGP201Z5
Point Blank Duty Gear General Purpose Horizontal
- Duty Pouch
26 Each
29.00 754.00
Color: Midnight Navy
PLT019ECSN
Paraclete Omega ICW,
8”
X
10”
Special Threat
Plate Shooters Cut
107
Each
615.90
65,901.30
O3MM00BVZ5-DOJ
Point Blank Maverick Laser Cut with MAG-TAK
Release. Custom Mod 35.
107
Each
295.00
31,565.00
Officer Name: First Initial . Last Name
Sizing Front: TBD
Sizing Back: TBD
Color: Midnight Navy w/ White Lettering
Nationwide Sourcewell Body Armor Contract: 091924-BBS
Sales Quote - SQ-100234
Black Box Safety, Inc.
1950 Cordell Court, Suite 103
https://blackboxsafety.com/
(619) 499-7943
El Cajon, CA 92020
[email protected]
Page
1 /
2
Subtotal
160,799.96
Total Tax (7.75%)
12,462.00
Total $ Incl. Tax
173,261.96
Sales Quote - SQ-100234
Black Box Safety, Inc.
1950 Cordell Court, Suite 103
https://blackboxsafety.com/
(619) 499-7943
El Cajon, CA 92020
[email protected]
Page
2 /
2
091924-BBS
v052824 1
MASTER AGREEMENT #091924
CATEGORY: Body Armor with Related Accessories, Equipment and Services SUPPLIER: Black Box Safety, Inc.
This Master Agreement (Agreement) is between Sourcewell, ĂDŝŶŶĞƐŽƚĂƐĞƌǀŝĐĞĐŽŽƉĞƌĂƟǀĞlocated at 202 12th Street Northeast, P .O. Box 219, Staples, MN 56479 (Sourcewell) and Black Box Safety, Inc., 1950 Cordell Ct., Suite 103, El Cajon, CA 92020 (Supplier).
Sourcewell is a ůŽĐĂůŐŽǀĞƌŶŵĞŶƚĂŶĚƐĞƌǀŝĐĞĐŽŽƉĞƌĂƟǀĞĐƌĞĂƚĞĚƵŶĚĞƌƚŚĞůĂǁƐŽĨƚŚĞState of DŝŶŶĞƐŽƚĂ;DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐ^ĞĐƟŽŶϭϮϯ͘ϮϭͿŽīĞƌŝŶŐ a CŽŽƉĞƌĂƟǀĞPurchasing Program to eligible ƉĂƌƟĐŝƉĂƟŶŐŐŽǀĞƌŶŵĞŶƚĞŶƟƟĞƐ.
Under this Master Agreement entered with Sourcewell, Supplier will provide /ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ to WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƚŚƌŽƵŐŚ^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing Program.
ƌƟĐůĞϭ͗
General Terms
dŚĞ'ĞŶĞƌĂůd ĞƌŵƐŝŶƚŚŝƐƌƟĐůĞϭĐŽŶƚƌŽůƚŚĞŽƉĞƌĂƟŽŶŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůů ĂŶĚ^ƵƉƉůŝĞƌĂŶĚĂƉƉůLJƚŽĂůůƚƌĂŶƐĂĐƟŽŶƐĞŶƚĞƌĞĚďLJ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͘^ƵďƐĞƋƵĞŶƚ
ƌƟĐůĞƐƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚĐŽŶƚƌŽůƚŚĞƌŝŐŚƚƐ ĂŶĚŽďůŝŐĂƟŽŶƐĚŝƌĞĐƚůLJďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ ^ƵƉƉůŝĞƌ;ƌƟĐůĞϮͿ͕ĂŶĚďĞƚǁĞĞŶ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJ;ƌƟĐůĞϯͿ͕ƌĞƐƉĞĐƟǀĞůLJ͘dŚĞƐĞƌƟĐůĞϭ
'ĞŶĞƌĂůd ĞƌŵƐĐŽŶƚƌŽůŽǀĞƌĂŶLJĐŽŶŇŝĐƟŶŐƚĞƌŵƐ͘tŚĞƌĞƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƐŝůĞŶƚŽŶĂŶLJƐubject, WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂŶĚ^ƵƉƉůŝĞƌƌĞƚĂŝŶƚŚĞĂďŝůŝƚLJƚŽŶĞŐŽƟĂƚĞŵƵƚƵĂůůLJĂĐĐĞƉƚĂďůĞƚĞƌŵƐ.
1) Purpose. Pursuant to Minnesota law, the Sourcewell Board of Directors has authorized ĂŽŽƉĞƌĂƟǀĞ Purchasing Program designed to provide PĂƌƟĐŝƉĂƟŶŐEŶƟƟĞƐǁŝƚŚĂĐĐĞƐƐƚŽĐŽŵƉĞƟƟǀĞůLJĂǁĂƌĚĞĚ ĐŽŽƉĞƌĂƟǀĞƉƵƌĐŚĂƐŝŶŐagreements. To facilitate the Program, Sourcewell has awarded Supplier this ĐŽŽƉĞƌĂƟǀĞƉƵƌĐŚĂƐŝŶŐDĂƐƚĞƌŐƌĞĞŵĞŶƚĨŽůůŽǁŝŶŐĂĐŽŵƉĞƟƟǀĞƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐŝŶƚĞŶĚĞĚƚŽ ŵĞĞƚĐŽŵƉůŝĂŶĐĞƐƚĂŶĚĂƌĚƐŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚDŝŶŶĞƐŽƚĂůĂǁĂŶĚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐĐŽŶƚĂŝŶĞĚ herein.
2) Intent. dŚĞŝŶƚĞŶƚŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƚŽĚĞĮŶĞƚŚĞƌŽůĞƐŽĨ^ŽƵƌĐĞǁĞůů͕^ƵƉƉůŝĞƌ͕ĂŶĚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƐŝƚƌĞůĂƚĞƐƚŽ^ŽƵƌĐĞǁĞůů͛ƐŽŽƉĞƌĂƟǀĞWƵƌĐŚĂƐŝŶŐWƌŽŐƌĂŵ͘
3) WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĐĐĞƐƐ͘ ^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing Program Master Agreements are ĂǀĂŝůĂďůĞƚŽĞůŝŐŝďůĞƉƵďůŝĐĂŐĞŶĐŝĞƐ;WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐͿ. WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐĂƵƚŚŽƌŝƚLJƚŽĂĐĐĞƐƐ
^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing PƌŽŐƌĂŵŝƐĚĞƚĞƌŵŝŶĞĚƚŚƌŽƵŐŚƚŚĞůĂǁƐŽĨŝƚƐƌĞƐƉĞĐƟǀĞ ũƵƌŝƐĚŝĐƟŽŶ͘
4) Supplier Access. dŚĞ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐŽīĞƌĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞŵĂĚĞĂǀĂŝůĂďůĞƚŽĂŶLJ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ƵƉƉůŝĞƌƵŶĚĞƌƐƚĂŶĚƐƚŚĂƚĂWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƵƐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĂƚƚŚĞ
WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƐŽůĞĐŽŶǀĞŶŝĞŶĐĞ͘^ƵƉƉůŝĞƌǁŝůůĞĚƵĐĂƚĞŝƚƐ
ƐĂles and service forces about
^ŽƵƌĐĞǁĞůůĞůŝŐŝďŝůŝƚLJƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚƌĞƋƵŝƌĞĚĚŽĐƵŵĞŶƚĂƟŽŶ͘^ƵƉƉůŝĞƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌ ĞŶƐƵƌŝŶŐƐĂůĞƐĂƌĞǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ.
091924-BBS
v052824 2
5) Term. dŚŝƐŐƌĞĞŵĞŶƚŝƐĞīĞĐƟǀĞƵƉŽŶƚŚĞĚĂƚĞŽĨƚŚĞĮŶĂůƐŝŐŶĂƚƵƌĞďĞůŽǁ͘dŚĞƚĞƌŵŽĨƚŚŝƐ ŐƌĞĞŵĞŶƚŝƐĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞĞīĞĐƟǀĞĚĂƚĞ͘dŚĞŐƌĞĞŵĞŶƚĞdžƉŝƌĞƐĂƚϭϭ͗ϱϵW ͘D͘ĞŶƚƌĂů Time on December 23, 2028͕ƵŶůĞƐƐŝƚŝƐĐĂŶĐĞůůĞĚŽƌĞdžƚĞŶĚĞĚĂƐĚĞĮŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘
a Extensions. Sourcewell and Supplier may agree to up to three (3) ĂĚĚŝƟŽŶĂůŽŶĞ-year extensions beyond the original four-year term. The total possible length of this Agreement will be seven (7) LJĞĂƌƐĨƌŽŵƚŚĞĞīĞĐƟǀĞĚĂƚĞ͘
b
džĐĞƉƟŽŶĂůŝƌĐƵŵƐƚĂŶĐĞƐ͘ ^ŽƵƌĐĞǁĞůůƌĞƚĂŝŶƐƚŚĞƌŝŐŚƚƚŽĐŽŶƐŝĚĞƌĂĚĚŝƟŽŶĂůĞdžƚĞŶƐŝŽŶƐĂƐ ƌĞƋƵŝƌĞĚ ƵŶĚĞƌĞdžĐĞƉƟŽŶĂůĐŝƌĐƵŵƐƚĂŶĐĞƐ͘
1) Survival of Terms. EŽƚǁŝƚŚƐƚĂŶĚŝŶŐƚŚĞƚĞƌŵŝŶĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕ƚŚĞŽďůŝŐĂƟŽŶƐŽĨƚŚŝƐ ŐƌĞĞŵĞŶƚǁŝůůĐŽŶƟŶƵĞƚŚƌŽƵŐŚƚŚĞƉĞƌĨŽƌŵĂŶĐĞƉĞƌŝŽĚŽĨĂŶLJƚƌĂŶƐĂĐƟŽŶĞŶƚĞƌĞĚbetween ^ƵƉƉůŝĞƌĂŶĚĂŶLJWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJďĞĨŽƌĞƚŚĞƚĞƌŵŝŶĂƟŽŶĚĂƚĞ͘
2) Scope. Supplier is awarded a Master Agreement to provide the solutions identified in RFP #091924 ƚŽWĂƌƚŝĐŝƉĂƚŝŶŐ
ŶƚŝƚŝĞƐ͘/Ŷ^ĐŽƉĞƐŽůƵƚŝŽŶƐŝŶĐůƵĚĞ͗
a Body armor offering ballistic, stab, blast, or blunt force resistance and protection or a ĐŽŵďŝŶĂƚŝŽŶƚŚĞƌĞŽĨ͕ƐƵĐŚĂƐ͗
i Body armor with concealable/covert carriers, or external/overt carriers; ii Tactical vests;
iii Hard and soft armor plates, inserts, panels, and backers; iv Bomb or blast-resistant suits;
v K-9 (and other service animal) protective gear; and,
vi Other protective armor including shields, helmets, ballistic blankets, and ballistic backpacks.
b WƌŽƉŽƐĞƌƐŵĂLJŝŶĐůƵĚĞĂĐĐĞƐƐŽƌŝĞƐ͕ĞƋƵŝƉŵĞŶƚ͕ĂŶĚƐĞƌǀŝĐĞƐƌĞůĂƚĞĚƚŽƚŚĞŝƌŽĨĨĞƌŝŶŐŽĨ body armor under Section 1. a. i.-vi. above to the extent that these solutions are complementary to the offering of the body armor being proposed.
3) /ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ͘ ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůto the above referenced RFP is incorporated into this Master ŐƌĞĞŵĞŶƚ͘KŶůLJƚŚŽƐĞ^ŽůƵƟŽŶƐŝŶĐůƵĚĞĚǁŝƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůĂŶĚǁŝƚŚŝŶ^ĐŽƉĞ;/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐͿĂƌĞŝŶĐůƵĚĞĚǁŝƚŚŝŶƚŚĞŐƌĞĞŵĞŶƚĂŶĚŵĂLJďĞŽīĞƌĞĚƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ.
4) /ŶĚĞĮŶŝƚĞYƵĂŶƟƚLJ͘ dŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚĚĞĮŶĞƐĂŶŝŶĚĞĮŶŝƚĞƋƵĂŶƟƚLJŽĨƐĂůĞƐƚŽĞůŝŐŝďůĞ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ.
5) WƌŝĐŝŶŐ͘ WƌŝĐŝŶŐŝŶĨŽƌŵĂƟŽŶ;ŝŶĐůƵĚŝŶŐWƌŝĐŝŶŐĂŶĚĞůŝǀĞƌLJĂŶĚWƌŝĐŝŶŐKīĞƌĞĚtables) for all Included ^ŽůƵƟŽŶƐǁŝƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůŝƐŝŶĐŽƌƉŽƌĂƚĞĚŝŶƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚ͘
6) EŽƚƚŽ
džĐĞĞĚWƌŝĐŝŶŐ͘ Suppliers may not exceed the prices listed in the current Pricing List ŽŶĮůĞ with Sourcewell ǁŚĞŶŽīĞƌŝŶŐ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJ
091924-BBS
v052824 3
ƌĞƋƵĞƐƚĂĚũƵƐƚŵĞŶƚƐƚŽƉƌŝĐŝŶŐĚŝƌĞĐƚůLJfrom ^ƵƉƉůŝĞƌĚƵƌŝŶŐƚŚĞŶĞŐŽƟĂƟŽŶĂŶĚĞdžĞĐƵƟŽŶŽĨĂŶLJ ƚƌĂŶƐĂĐƟŽŶ.
7) Open Market. ^ƵƉƉůŝĞƌ͛ƐŽƉĞŶŵĂƌŬĞƚƉƌŝĐŝŶŐprocess is included within its Proposal.
8) ^ƵƉƉůŝĞƌZĞƉƌĞƐĞŶƚĂƟŽŶƐ͗
i Compliance. Supplier represents and warrants it will provide all Included ^ŽůƵƟŽŶƐ under this Agreement in full compliance with applicable federal, state, and local laws and ƌĞŐƵůĂƟŽŶƐ͘
ii Licenses. ƐĂƉƉůŝĐĂďůĞ͕^ƵƉƉůŝĞƌǁŝůůŵĂŝŶƚĂŝŶĂǀĂůŝĚƐƚĂƚƵƐŽŶĂůůƌĞƋƵŝƌĞĚĨĞĚĞƌĂů͕ƐƚĂƚĞ͕ ĂŶĚůŽĐĂůůŝĐĞŶƐĞƐ͕ďŽŶĚƐ͕ĂŶĚƉĞƌŵŝƚƐƌĞƋƵŝƌĞĚĨŽƌƚŚĞŽƉĞƌĂƟŽŶŽĨ^ƵƉƉůŝĞƌ͛ƐďƵƐŝŶĞƐƐǁŝƚŚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJƌĞƋƵĞƐƚĂůůƌĞůĞǀĂŶƚĚŽĐƵŵĞŶƚĂƟŽŶĚŝƌĞĐƚůLJĨƌŽŵ Supplier.
iii Supplier Warrants. Supplier warrants that all Included ^ŽůƵƟŽŶƐĨƵƌŶŝƐŚĞĚƵŶĚĞƌƚŚŝƐ Agreement are free from liens and encumbrances, and are free from defects in design, materials, ĂŶĚǁŽƌŬŵĂŶƐŚŝƉ͘/ŶĂĚĚŝƟŽŶ͕^ƵƉƉůŝĞƌǁĂƌƌĂŶƚƐƚŚĞ^ŽůƵƟŽŶƐĂƌĞƐƵŝƚĂďůĞĨŽƌĂŶĚǁŝůůƉĞƌĨŽƌŵ in accordance with the ordinary use for which they are intended.
9) ĂŶŬƌƵƉƚĐLJEŽƟĐĞƐ͘ ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐŝƚŝƐŶŽƚĐƵƌƌĞŶƚůLJŝŶĂďĂŶŬƌƵƉƚĐLJƉƌŽĐĞĞĚŝŶŐ͘ Supplier has disclosed all current and completed bankruptcy proceedings within the past seven years ǁŝƚŚŝŶŝƚƐWƌŽƉŽƐĂů͘^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞŶŽƟĐĞŝŶǁƌŝƟŶŐƚŽ^ŽƵƌĐĞǁĞůůif it enters a bankruptcy ƉƌŽĐĞĞĚŝŶŐĂƚĂŶLJƟŵĞĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
10) Debarment and Suspension. ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐĂƌĞ presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota, the United States federal government, or any WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐŚĂǀĞďĞĞŶ ĐŽŶǀŝĐƚĞĚŽĨĂĐƌŝŵŝŶĂůŽīĞŶƐĞƌĞůĂƚĞĚƚŽƚŚĞƐƵďũĞĐƚŵĂƩĞƌŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĨƵƌƚŚĞƌ warrants that it will pƌŽǀŝĚĞŝŵŵĞĚŝĂƚĞǁƌŝƩĞŶŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůŝĨƚŚŝƐĐĞƌƟĮĐĂƟŽŶĐŚĂŶŐĞƐĂƚ ĂŶLJƟŵĞĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
11) Provisions for non-hŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĞŶƟƚLJƉƌŽĐƵƌĞŵĞŶƚƐƵŶĚĞƌhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĂǁĂƌĚƐ or other awards (Appendix II to 2 C.F.R § 200). WĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐƚŚĂƚƵƐĞhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂů
ŐƌĂŶƚŽƌŽƚŚĞƌĨĞĚĞƌĂůĨƵŶĚŝŶŐƚŽƉƵƌĐŚĂƐĞƐŽůƵƟŽŶƐĨƌŽŵƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽ ĂĚĚŝƟŽŶĂůƌĞƋƵŝƌĞŵĞŶƚƐŝŶĐůƵĚŝŶŐƚŚĞƉƌŽĐƵƌĞŵĞŶƚƐƚĂŶĚĂƌĚƐŽĨƚŚĞhŶŝĨŽƌŵĚŵŝŶŝƐƚƌĂƟǀĞ ZĞƋƵŝƌĞŵĞŶƚƐ͕ŽƐƚWƌŝŶĐŝƉůĞƐĂŶĚƵĚŝƚZĞƋƵŝƌĞŵĞŶƚƐĨŽƌ&ĞĚĞƌĂůǁĂƌĚƐ͕Ϯ͘&͘Z͘ΑϮϬϬ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJŚĂǀĞĂĚĚŝƟŽŶĂůƌĞƋƵŝƌĞŵĞŶƚƐďĂƐĞĚŽŶƐƉĞĐŝĮĐĨƵŶĚŝŶŐƐŽƵƌĐĞƚĞƌŵƐŽƌ ĐŽŶĚŝƟŽŶƐ͘tŝƚŚŝŶƚŚŝƐ^ĞĐƟŽŶ, all references to “federal” should be interpreted to mean the United ^ƚĂƚĞƐĨĞĚĞƌĂůŐŽǀĞƌŶŵĞŶƚ͘dŚĞĨŽůůŽǁŝŶŐůŝƐƚĂƉƉůŝĞƐǁŚĞŶĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJĂĐĐĞƐƐĞƐ^ƵƉƉůŝĞƌ͛Ɛ
Included ^ŽůƵƟŽŶƐǁŝƚŚhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĨƵŶĚƐ͘
i
Yh>
DW>KzD
EdKWWKZdhE/dz ͘
džĐĞƉƚĂƐŽƚŚĞƌǁŝƐĞƉƌŽǀŝĚĞĚƵŶĚĞƌϰϭ͘& ͘Z͘Α
60, all agreements ƚŚĂƚŵĞĞƚƚŚĞĚĞĮŶŝƟŽŶŽĨ͞ĨĞĚĞƌĂůůLJĂƐƐŝƐƚĞĚĐŽŶƐƚƌƵĐƟŽŶĐŽŶƚƌĂĐƚ͟ŝŶϰϭ ͘&͘Z͘ΑϲϬ-ϭ͘ϯŵƵƐƚŝŶĐůƵĚĞƚŚĞĞƋƵĂůŽƉƉŽƌƚƵŶŝƚLJĐůĂƵƐĞƉƌŽǀŝĚĞĚƵŶĚĞƌϰϭ͘&͘Z͘ΑϲϬ-1.4(b), in ĂĐĐŽƌĚĂŶĐĞǁŝƚŚ
džĞĐƵƟǀĞKƌĚĞƌϭϭϮϰϲ͕͞
ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͟;ϯϬ&ZϭϮ319, 12935,
091924-BBS
v052824 4
ϯ͘&͘Z͘Α͕ϭϵϲϰ-ϭϵϲϱŽŵƉ͕͘Ɖ͘ϯϯϵͿ͕ĂƐĂŵĞŶĚĞĚďLJ
džĞĐƵƟǀĞKƌĚĞƌϭϭϯϳϱ͕͞ŵĞŶĚŝŶŐ
džĞĐƵƟǀĞKƌĚĞƌϭϭϮϰϲZĞůĂƟŶŐƚŽ
ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͕͟ĂŶĚŝŵƉůĞŵĞŶƟŶŐ
ƌĞŐƵůĂƟŽŶƐĂƚϰϭ͘&͘Z͘ΑϲϬ͕͞KĸĐĞŽĨ&ĞĚĞƌĂůŽŶƚƌĂĐƚŽŵƉůŝĂŶĐĞWƌŽŐƌĂŵƐ͕ ƋƵĂů
EmpůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͕ĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌ ͘͟dŚĞĞƋƵĂůŽƉƉŽƌƚƵŶŝƚLJĐůĂƵƐĞŝƐŝŶĐŽƌƉŽƌĂƚĞĚ herein by reference.
ii DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). tŚĞŶƌĞƋƵŝƌĞĚďLJĨĞĚĞƌĂů ƉƌŽŐƌĂŵůĞŐŝƐůĂƟŽŶ͕ĂůůƉƌŝŵĞĐŽŶƐƚƌƵĐƟŽŶĐŽŶƚƌĂĐƚƐŝŶĞdžĐĞƐƐŽĨΨϮ͕ϬϬϬĂǁĂƌĚĞĚďLJŶŽŶ-federal ĞŶƟƟĞƐŵƵƐƚŝŶĐůƵĚĞĂƉƌŽǀŝƐŝŽŶĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞĂǀŝƐ-ĂĐŽŶĐƚ;ϰϬh͘^͘͘Αϯϭϰϭ- 3144, and 3146-3148) as supplemented by DĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌƌĞŐƵůĂƟŽŶƐ;Ϯϵ͘&͘Z͘Αϱ͕ “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted ŽŶƐƚƌƵĐƟŽŶ͟Ϳ͘/ŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƚĂƚƵƚĞ͕ĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚ ďĞƌĞƋƵŝƌĞĚƚŽƉĂLJǁĂŐĞƐƚŽ ůĂďŽƌĞƌƐĂŶĚŵĞĐŚĂŶŝĐƐĂƚĂƌĂƚĞŶŽƚůĞƐƐƚŚĂŶƚŚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞƐƐƉĞĐŝĮĞĚŝŶĂǁĂŐĞ ĚĞƚĞƌŵŝŶĂƟŽŶŵĂĚĞďLJƚŚĞ^ĞĐƌĞƚĂƌLJŽĨ>ĂďŽƌ ͘/ŶĂĚĚŝƟŽŶ͕ĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJ wages not less than once a week. The non-fedĞƌĂůĞŶƟƚLJŵƵƐƚƉůĂĐĞĂĐŽƉLJŽĨƚŚĞĐƵƌƌĞŶƚ ƉƌĞǀĂŝůŝŶŐǁĂŐĞĚĞƚĞƌŵŝŶĂƟŽŶŝƐƐƵĞĚďLJƚŚĞĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌŝŶĞĂĐŚƐŽůŝĐŝƚĂƟŽŶ͘dŚĞ ĚĞĐŝƐŝŽŶƚŽĂǁĂƌĚĂĐŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚŵƵƐƚďĞĐŽŶĚŝƟŽŶĞĚƵƉŽŶƚŚĞĂĐĐĞƉƚĂŶĐĞŽĨƚŚĞ ǁĂŐĞĚĞƚĞƌŵŝŶĂƟŽŶ͘dŚĞŶŽŶ-feĚĞƌĂůĞŶƟƚLJŵƵƐƚƌĞƉŽƌƚĂůůƐƵƐƉĞĐƚĞĚŽƌƌĞƉŽƌƚĞĚǀŝŽůĂƟŽŶƐƚŽ the federal awarding agency. The contracts must also include a provision for compliance with the ŽƉĞůĂŶĚ͞ŶƟ-<ŝĐŬďĂĐŬ͟Đƚ;ϰϬh͘^͘͘ΑϯϭϰϱͿ͕ĂƐƐƵƉƉůĞŵĞŶƚĞĚďLJĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌ regulaƟŽŶƐ;Ϯϵ͘&͘Z͘Αϯ͕͞ŽŶƚƌĂĐƚŽƌƐĂŶĚ^ƵďĐŽŶƚƌĂĐƚŽƌƐŽŶWƵďůŝĐƵŝůĚŝŶŐŽƌWƵďůŝĐtŽƌŬ &ŝŶĂŶĐĞĚŝŶtŚŽůĞŽƌŝŶWĂƌƚďLJ>ŽĂŶƐŽƌ'ƌĂŶƚƐĨƌŽŵƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐ͟Ϳ͘dŚĞĐƚƉƌŽǀŝĚĞƐƚŚĂƚ each contractor or subrecipient must be prohibited from inducing, by any means, any person ĞŵƉůŽLJĞĚŝŶƚŚĞĐŽŶƐƚƌƵĐƟŽŶ͕ĐŽŵƉůĞƟŽŶ͕ŽƌƌĞƉĂŝƌŽĨƉƵďůŝĐǁŽƌŬ͕ƚŽŐŝǀĞƵƉĂŶLJƉĂƌƚŽĨƚŚĞ ĐŽŵƉĞŶƐĂƟŽŶƚŽǁŚŝĐŚŚĞŽƌƐŚĞŝƐŽƚŚĞƌǁŝƐĞĞŶƟƚůĞĚ͘dŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƌĞƉŽƌƚĂůů ƐƵƐƉĞĐƚĞĚŽƌƌĞƉŽƌƚĞĚǀŝŽůĂƟŽŶƐƚŽƚŚĞĨĞĚĞƌĂůawarding agency. Supplier must comply with all applicable Davis-Bacon Act provisions.
iii CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). tŚĞƌĞĂƉƉůŝĐĂďůĞ͕ĂůůĐŽŶƚƌĂĐƚƐĂǁĂƌĚĞĚďLJƚŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŝŶĞdžĐĞƐƐŽĨΨϭϬϬ͕ϬϬϬƚŚĂƚ involve the employment of mechanics or laborers must include a provision for compliance with ϰϬh͘^͘͘ΑΑϯϳϬϮĂŶĚϯϳϬϰ͕ĂƐƐƵƉƉůĞŵĞŶƚĞĚďLJĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌƌĞŐƵůĂƟŽŶƐ;Ϯϵ͘&͘Z͘ΑϱͿ͘ hŶĚĞƌϰϬh͘^͘͘ΑϯϳϬϮŽĨƚŚĞĐƚ͕ĞĂĐŚĐŽŶƚƌĂĐƚŽƌŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽĐŽŵƉƵƚĞƚŚĞǁĂŐĞƐŽĨ every mechanic and laborer on the basis of a standard work week of 4ϬŚŽƵƌƐ͘tŽƌŬŝŶĞdžĐĞƐƐŽĨ the standard work week is permissible provided that the worker is compensated at a rate of not ůĞƐƐƚŚĂŶŽŶĞĂŶĚĂŚĂůĨƟŵĞƐƚŚĞďĂƐŝĐƌĂƚĞŽĨƉĂLJĨŽƌĂůůŚŽƵƌƐǁŽƌŬĞĚŝŶĞdžĐĞƐƐŽĨϰϬŚŽƵƌƐŝŶ ƚŚĞǁŽƌŬǁĞĞŬ͘dŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϰϬh͘^͘͘ΑϯϳϬϰĂƌĞĂƉƉůŝĐĂďůĞƚŽĐŽŶƐƚƌƵĐƟŽŶǁŽƌŬĂŶĚ ƉƌŽǀŝĚĞƚŚĂƚŶŽůĂďŽƌĞƌŽƌŵĞĐŚĂŶŝĐŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽǁŽƌŬŝŶƐƵƌƌŽƵŶĚŝŶŐƐŽƌƵŶĚĞƌǁŽƌŬŝŶŐ ĐŽŶĚŝƟŽŶƐǁŚŝĐŚĂƌĞƵŶƐĂŶŝƚĂƌLJ͕ŚĂnjĂƌĚŽƵƐŽƌĚĂŶŐĞƌŽƵƐ͘dŚĞƐĞƌĞƋƵŝƌĞŵĞŶƚƐĚŽŶŽƚĂƉƉůLJƚŽ the purchases ŽĨƐƵƉƉůŝĞƐ͕ŵĂƚĞƌŝĂůƐ͕ŽƌĂƌƟĐůĞƐŽƌĚŝŶĂƌŝůLJĂǀĂŝůĂďůĞŽŶƚŚĞŽƉĞŶŵĂƌŬĞƚ͕Žƌ ĐŽŶƚƌĂĐƚƐĨŽƌƚƌĂŶƐƉŽƌƚĂƟŽŶŽƌƚƌĂŶƐŵŝƐƐŝŽŶŽĨŝŶƚĞůůŝŐĞŶĐĞ͘dŚŝƐƉƌŽǀŝƐŝŽŶŝƐŚĞƌĞďLJŝŶĐŽƌƉŽƌĂƚĞĚ ďLJƌĞĨĞƌĞŶĐĞŝŶƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽf an award for all ŐƌĞĞŵĞŶƚƐďLJ^ŽƵƌĐĞǁĞůůƌĞƐƵůƟŶŐĨƌŽŵƚŚŝƐƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐ͕^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚ ĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘
iv
RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal ĂǁĂƌĚŵĞĞƚƐƚŚĞĚĞĮŶŝƟŽŶŽĨ͞ĨƵŶĚŝŶŐĂŐƌĞĞŵĞŶƚ͟ƵŶĚĞƌϯϳ͘&͘Z͘ΑϰϬϭ͘Ϯ;ĂͿĂŶĚƚŚĞƌĞĐŝƉŝĞŶƚ ŽƌƐƵďƌĞĐŝƉŝĞŶƚǁŝƐŚĞƐƚŽĞŶƚĞƌŝŶƚŽĂĐŽŶƚƌĂĐƚǁŝƚŚĂƐŵĂůůďƵƐŝŶĞƐƐĮƌŵŽƌŶŽŶƉƌŽĮƚ
091924-BBS
v052824 5
ŽƌŐĂŶŝnjĂƟŽŶƌĞŐĂƌĚŝŶŐƚŚĞƐƵďƐƟƚƵƟŽŶŽĨƉĂƌƟĞƐ͕ĂƐƐŝŐŶŵĞŶƚŽƌƉĞƌĨŽƌŵĂŶĐĞŽĨĞdžƉĞƌŝŵĞŶƚĂů͕ developmental, or research work under that “funding agreement,” the recipient or subrecipient ŵƵƐƚĐŽŵƉůLJǁŝƚŚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϯϳ͘&͘Z͘ΑϰϬϭ͕͞ZŝŐŚƚƐƚŽ/ŶǀĞŶƟŽŶƐDĂĚĞďLJEŽŶƉƌŽĮƚ KƌŐĂŶŝnjĂƟŽŶƐĂŶĚ^ŵĂůůƵƐŝŶĞƐƐ&ŝƌŵƐhŶĚĞƌ'ŽǀĞƌŶŵĞŶƚ'ƌĂŶƚƐ͕ŽŶƚƌĂĐƚƐĂŶĚŽŽƉĞƌĂƟǀĞ ŐƌĞĞŵĞŶƚƐ͕͟ĂŶĚĂŶLJŝŵƉůĞŵĞŶƟŶŐƌĞŐƵůĂƟŽŶƐŝƐƐƵĞĚďLJƚŚĞĂǁĂƌĚŝŶŐĂŐĞŶĐLJ͘^ƵƉƉůŝĞƌ ĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨĂŶĂǁĂƌĚĨŽƌĂůůŐƌĞĞŵĞŶƚƐďLJ^ŽƵƌĐĞǁĞůůƌĞƐƵůƟŶŐĨƌŽŵƚŚŝƐ ƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐ͕^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘
v CLEAN AIR ACT (42 U.S.C. § 7401-ϳϲϳϭY͘ͿEd,
&
Z>td
ZWK>>hd/KE
CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of ΨϭϱϬ͕ϬϬϬƌĞƋƵŝƌĞƚŚĞŶŽŶ-federal award to agree to comply with all applicable standards, orders ŽƌƌĞŐƵůĂƟŽŶƐŝƐƐƵĞĚƉƵƌƐƵĂŶƚƚŽƚŚĞůĞĂŶŝƌĐƚ;ϰϮh͘^͘͘ΑϳϰϬϭ- ϳϲϳϭƋͿĂŶĚƚŚĞ&ĞĚĞƌĂů tĂƚĞƌWŽůůƵƟŽŶŽŶƚƌŽůĐƚĂƐĂŵĞŶĚĞĚ;ϯϯh͘^͘͘ΑϭϮϱϭ- 1387). sŝŽůĂƟŽŶƐŵƵƐƚďĞƌĞƉŽƌƚĞĚƚŽ ƚŚĞ&ĞĚĞƌĂůĂǁĂƌĚŝŶŐĂŐĞŶĐLJĂŶĚƚŚĞZĞŐŝŽŶĂůKĸĐĞŽĨƚŚĞ ŶǀŝƌŽŶŵĞŶƚĂůWƌŽƚĞĐƟŽŶŐĞŶĐLJ
;
WͿ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƚǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞ ƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘
vi DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract ĂǁĂƌĚ;ƐĞĞϮ͘&͘Z͘ΑϭϴϬ͘ϮϮϬͿŵƵƐƚŶŽƚďĞŵĂĚĞƚŽƉĂƌƟĞƐůŝƐƚĞĚŽŶƚŚĞŐŽǀĞƌŶŵĞŶƚǁŝĚĞ exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines ĂƚϮ͘&͘Z͘ΑϭϴϬƚŚĂƚŝŵƉůĞŵĞŶƚ
džĞĐƵƟǀĞKƌĚĞƌƐϭϮϱϰϵ;ϯ͘&͘Z͘ΑϭϵϴϲŽŵƉ͕͘Ɖ͘ϭϴϵͿĂŶĚ ϭϮϲϴϵ;ϯ͘&͘Z͘ΑϭϵϴϵŽŵƉ͕͘Ɖ͘ϮϯϱͿ͕͞ĞďĂƌŵĞŶƚĂŶĚ^ƵƐƉĞŶƐŝŽŶ͘͟^D džĐůƵƐŝŽŶƐĐŽŶƚĂŝŶƐ
ƚŚĞŶĂŵĞƐŽĨƉĂƌƟĞƐĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ŽƌŽƚŚĞƌǁŝƐĞĞdžĐůƵĚĞĚďLJĂŐĞŶĐŝĞƐ͕ĂƐǁĞůůĂƐƉĂƌƟĞƐ ĚĞĐůĂƌĞĚŝŶĞůŝŐŝďůĞƵŶĚĞƌƐƚĂƚƵƚŽƌLJŽƌƌĞŐƵůĂƚŽƌLJĂƵƚŚŽƌŝƚLJŽƚŚĞƌƚŚĂŶ džĞĐƵƟǀĞKƌĚĞƌϭϮϱϰϵ͘
^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐĂƌĞƉƌĞƐĞŶƚůLJĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ƉƌŽƉŽƐĞĚ for debarment, declared ineligible, or voluntĂƌŝůLJĞdžĐůƵĚĞĚĨƌŽŵƉĂƌƟĐŝƉĂƟŽŶďLJĂŶLJĨĞĚĞƌĂů department or agency.
vii BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must ĮůĞĂŶLJƌĞƋƵŝƌĞĚĐĞƌƟĮĐĂƟŽŶƐ͘^ƵƉƉůŝĞƌƐŵƵƐƚŶŽƚŚĂǀĞƵƐĞĚĨĞĚĞƌĂůĂƉƉƌŽƉƌŝĂƚĞĚĨƵŶĚƐƚŽƉĂLJ ĂŶLJƉĞƌƐŽŶŽƌŽƌŐĂŶŝnjĂƟŽŶĨŽƌŝŶŇƵĞŶĐŝŶŐŽƌĂƩĞŵƉƟŶŐƚŽŝŶŇƵĞŶĐĞĂŶŽĸĐĞƌŽƌĞŵƉůŽLJĞĞŽĨ ĂŶLJĂŐĞŶĐLJ͕ĂŵĞŵďĞƌŽĨŽŶŐƌĞƐƐ͕ŽĸĐĞƌŽƌĞŵployee of Congress, or an employee of a ŵĞŵďĞƌŽĨŽŶŐƌĞƐƐŝŶĐŽŶŶĞĐƟŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJĨĞĚĞƌĂůĐŽŶƚƌĂĐƚ͕ŐƌĂŶƚ͕ŽƌĂŶLJŽƚŚĞƌ ĂǁĂƌĚĐŽǀĞƌĞĚďLJϯϭh͘^͘͘ΑϭϯϱϮ͘^ƵƉƉůŝĞƌƐŵƵƐƚĚŝƐĐůŽƐĞĂŶLJůŽďbying with non-federal funds ƚŚĂƚƚĂŬĞƐƉůĂĐĞŝŶĐŽŶŶĞĐƟŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJĨĞĚĞƌĂůĂǁĂƌĚ͘^ƵĐŚĚŝƐĐůŽƐƵƌĞƐĂƌĞĨŽƌǁĂƌĚĞĚ ĨƌŽŵƟĞƌƚŽƟĞƌƵƉƚŽƚŚĞŶŽŶ-ĨĞĚĞƌĂůĂǁĂƌĚ͘^ƵƉƉůŝĞƌƐŵƵƐƚĮůĞĂůůĐĞƌƟĮĐĂƟŽŶƐĂŶĚĚŝƐĐůŽƐƵƌĞƐ ƌĞƋƵŝƌĞĚďLJ͕ĂŶĚŽƚŚĞƌǁŝƐĞĐŽŵƉůLJǁŝƚŚ͕ƚŚĞLJƌĚŶƟ->ŽďďLJŝŶŐŵĞŶĚŵĞŶƚ;ϯϭh͘^͘͘ΑϭϯϱϮͿ͘
viii Z
KZZ
d
Ed/KEZ
Yh/Z
D
Ed^͘To the extent applicable, Supplier must comply
ǁŝƚŚƚŚĞƌĞĐŽƌĚƌĞƚĞŶƟŽŶƌĞƋƵŝƌĞŵĞŶƚƐĚĞƚĂŝůĞĚŝŶϮ͘&͘Z͘ΑϮϬϬ͘ϯϯϯ͘dŚĞ^ƵƉƉůŝĞƌĨƵƌƚŚĞƌ ĐĞƌƟĮĞƐƚŚĂƚŝƚǁŝůůƌĞƚĂŝŶĂůůƌĞĐŽƌĚƐĂƐƌĞƋƵŝƌĞĚďLJϮ͘&͘Z͘ΑϮϬϬ͘ϯϯϯĨŽƌĂƉĞƌŝŽĚŽĨϯLJĞĂƌƐĂŌĞƌ grantees or ƐƵďŐƌĂŶƚĞĞƐƐƵďŵŝƚĮŶĂůĞdžƉĞŶĚŝƚƵƌĞƌĞƉŽƌƚƐŽƌƋƵĂƌƚĞƌůLJŽƌĂŶŶƵĂůĮŶĂŶĐŝĂů ƌĞƉŽƌƚƐ͕ĂƐĂƉƉůŝĐĂďůĞ͕ĂŶĚĂůůŽƚŚĞƌƉĞŶĚŝŶŐŵĂƩĞƌƐĂƌĞĐůŽƐĞĚ͘
ix ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, ^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚƚŚĞŵĂŶĚĂƚŽƌLJƐƚĂŶĚĂƌĚƐĂŶĚƉŽůŝĐŝĞƐƌĞůĂƟŶŐƚŽĞŶĞƌŐLJĞĸĐŝĞŶĐLJ ǁŚŝĐŚĂƌĞĐŽŶƚĂŝŶĞĚŝŶƚŚĞƐƚĂƚĞĞŶĞƌŐLJĐŽŶƐĞƌǀĂƟŽŶƉůĂŶŝƐƐƵĞĚ ŝŶĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞ
ŶĞƌŐLJ
WŽůŝĐLJĂŶĚŽŶƐĞƌǀĂƟŽŶĐƚ͘
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x BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and ŽƉĞŶĐŽŵƉĞƟƟŽŶ͘
xi ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized ƌĞƉƌĞƐĞŶƚĂƟǀĞƐŽĨĂĨĞĚĞƌĂůĂŐĞŶĐLJŵƵƐƚŚĂǀĞĂĐĐĞƐƐƚŽĂŶLJŬƐ͕ĚŽĐƵŵĞŶƚƐ͕ƉĂƉĞƌƐĂŶĚ ƌĞĐŽƌĚƐŽĨ^ƵƉƉůŝĞƌƚŚĂƚĂƌĞĚŝƌĞĐƚůLJƉĞƌƟŶĞŶƚƚŽ^ƵƉƉůŝĞƌ͛ƐĚŝƐĐŚĂƌŐĞŽĨŝƚƐŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐ Agreement for the purpose oĨŵĂŬŝŶŐĂƵĚŝƚƐ͕ĞdžĂŵŝŶĂƟŽŶƐ͕ĞdžĐĞƌƉƚƐ͕ĂŶĚƚƌĂŶƐĐƌŝƉƟŽŶƐ͘dŚĞ ƌŝŐŚƚĂůƐŽŝŶĐůƵĚĞƐƟŵĞůLJĂŶĚƌĞĂƐŽŶĂďůĞĂĐĐĞƐƐƚŽ^ƵƉƉůŝĞƌ͛ƐƉĞƌƐŽŶŶĞůĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨ ŝŶƚĞƌǀŝĞǁĂŶĚĚŝƐĐƵƐƐŝŽŶƌĞůĂƟŶŐƚŽƐƵĐŚĚŽĐƵŵĞŶƚƐ͘
xii PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-ĨĞĚĞƌĂůĞŶƟƚLJ ƚŚĂƚŝƐĂƐƚĂƚĞĂŐĞŶĐLJŽƌĂŐĞŶĐLJŽĨĂƉŽůŝƟĐĂůƐƵďĚŝǀŝƐŝŽŶŽĨĂƐƚĂƚĞĂŶĚŝƚƐĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚ ĐŽŵƉůLJǁŝƚŚ^ĞĐƟŽŶϲϬϬϮŽĨƚŚĞ^ŽůŝĚtĂƐƚĞŝƐƉŽƐĂůĐƚ͕ĂƐĂŵĞŶĚĞĚďLJƚŚĞZĞƐŽƵƌĐĞ ŽŶƐĞƌǀĂƟŽŶĂŶĚZĞĐŽǀĞƌLJĐƚ͘dŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨ^ĞĐƟŽŶϲϬϬϮŝŶĐůƵĚĞƉƌŽĐƵƌŝŶŐŽŶůLJŝƚĞŵƐ ĚĞƐŝŐŶĂƚĞĚŝŶŐƵŝĚĞůŝŶĞƐŽĨƚŚĞ
ŶǀŝƌŽŶŵĞŶƚĂůWƌŽƚĞĐƟŽŶŐĞŶĐLJ;
WͿĂƚϰϬ͘&͘Z͘ΑϮϰϳƚŚĂƚ
ĐŽŶƚĂŝŶƚŚĞŚŝŐŚĞƐƚƉĞƌĐĞŶƚĂŐĞŽĨƌĞĐŽǀĞƌĞĚŵĂƚĞƌŝĂůƐƉƌĂĐƟĐĂďůĞ͕ consistent with maintaining a ƐĂƟƐĨĂĐƚŽƌLJůĞǀĞůŽĨĐŽŵƉĞƟƟŽŶ͕ǁŚĞƌĞƚŚĞƉƵƌĐŚĂƐĞƉƌŝĐĞŽĨƚŚĞŝƚĞŵĞdžĐĞĞĚƐΨϭϬ͕ϬϬϬŽƌƚŚĞ ǀĂůƵĞŽĨƚŚĞƋƵĂŶƟƚLJĂĐƋƵŝƌĞĚĚƵƌŝŶŐƚŚĞƉƌĞĐĞĚŝŶŐĮƐĐĂůLJĞĂƌĞdžĐĞĞĚĞĚΨϭϬ͕ϬϬϬ͖ƉƌŽĐƵƌŝŶŐ solid waste management services in a manner that maximizes energy and resource recovery; ĂŶĚĞƐƚĂďůŝƐŚŝŶŐĂŶĂĸƌŵĂƟǀĞƉƌŽĐƵƌĞŵĞŶƚƉƌŽŐƌĂŵĨŽƌƉƌŽĐƵƌĞŵĞŶƚŽĨƌĞĐŽǀĞƌĞĚŵĂƚĞƌŝĂůƐ ŝĚĞŶƟĮĞĚŝŶƚŚĞ
WŐƵŝĚĞůŝŶĞƐ͘
xiii FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, ŽƌƌĞƉƌŽĚƵĐƟŽŶƐŽĨŇĂŐƐŽƌůŝŬĞŶĞƐƐĞƐŽĨ&ĞĚĞƌĂůĂŐĞŶĐLJŽĸĐŝĂůƐǁŝƚŚŽƵƚƐƉĞĐŝĮĐƉƌĞ-approval.
xiv NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party ƚŽƚŚŝƐŐƌĞĞŵĞŶƚŽƌĂŶLJƉƵƌĐŚĂƐĞďLJĂWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂŶĚŝƐŶŽƚƐƵďũĞĐƚƚŽĂŶLJŽďůŝŐĂƟŽŶƐ
ŽƌůŝĂďŝůŝƟĞƐƚŽƚŚĞWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͕^ƵƉƉůŝĞƌ͕ŽƌĂŶLJŽƚŚĞƌƉĂƌƚLJƉĞƌƚĂŝŶŝŶŐƚŽĂŶLJŵĂƩĞƌ ƌĞƐƵůƟŶŐĨƌŽŵƚhe Agreement or any purchase by an authorized user.
xv PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚϯϭh͘^͘͘Αϯϴ;ĚŵŝŶŝƐƚƌĂƟǀĞZĞŵĞĚŝĞƐĨŽƌ&ĂůƐĞůĂŝŵƐĂŶĚ ^ƚĂƚĞŵĞŶƚƐͿĂƉƉůŝĞƐƚŽƚŚĞ^ƵƉƉůŝĞƌ͛ƐĂĐƟŽŶƐƉĞƌƚĂŝŶŝŶŐƚŽƚŚŝƐŐƌĞĞŵĞŶƚŽƌĂŶLJƉƵƌĐŚĂƐĞďLJĂ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘
xvi FEDERAL DEBT. dŚĞ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚŝƚŝƐŶŽŶ-ĚĞůŝŶƋƵĞŶƚŝŶŝƚƐƌĞƉĂLJŵĞŶƚŽĨĂŶLJ ĨĞĚĞƌĂůĚĞďƚ͘
džĂŵƉůĞƐŽĨƌĞůĞǀĂŶƚĚĞďƚŝŶĐůƵĚĞĚĞůŝŶƋƵĞŶƚƉĂLJƌŽůůĂŶĚŽƚŚĞƌƚĂdžĞƐ͕ĂƵĚŝƚ ĚŝƐĂůůŽǁĂŶĐĞ͕ĂŶĚďĞŶĞĮƚŽǀĞƌƉĂLJŵĞŶƚƐ͘
xvii CONFLICTS OF INTEREST. dŚĞ^ƵƉƉůŝĞƌŵƵƐƚŶŽƟĨLJƚŚĞh͘^͘KĸĐĞŽĨ'ĞŶĞƌĂů^ĞƌǀŝĐĞƐ͕ ^ŽƵƌĐĞǁĞůů͕ĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƐƐŽŽŶĂƐƉŽƐƐŝďůĞŝĨƚŚŝƐŐƌĞĞŵĞŶƚŽƌĂŶLJĂƐƉĞĐƚƌĞůĂƚĞĚ ƚŽƚŚĞĂŶƟĐŝƉĂƚĞĚǁŽƌŬƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚƌĂŝƐĞƐĂŶĂĐƚƵĂůŽƌ ƉŽƚĞŶƟĂůĐŽŶŇŝĐƚŽĨŝŶƚĞƌĞƐƚ(as
ĚĞƐĐƌŝďĞĚŝŶϮ͘&͘Z͘WĂƌƚϮϬϬͿ͘dŚĞ^ƵƉƉůŝĞƌŵƵƐƚĞdžƉůĂŝŶƚŚĞĂĐƚƵĂůŽƌƉŽƚĞŶƟĂůĐŽŶŇŝĐƚŝŶ ǁƌŝƟŶŐŝŶƐƵĸĐŝĞŶƚĚĞƚĂŝůƐŽƚŚĂƚƚŚĞh͘^͘KĸĐĞŽĨ'ĞŶĞƌĂů^ĞƌǀŝĐĞƐ͕^ŽƵƌĐĞǁĞůů͕ĂŶĚ
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WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƌĞĂďůĞƚŽĂƐƐĞƐƐƚŚĞĂĐƚƵĂůŽƌƉŽƚĞŶƟĂůĐŽŶŇŝĐƚ͖ĂŶĚƉƌŽǀŝĚĞĂŶLJĂĚĚŝƟŽŶĂů ŝŶĨŽƌŵĂƟŽŶĂƐŶĞĐĞƐƐĂƌLJŽƌƌĞƋƵĞƐƚĞĚ͘
xviii U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with h͘^͘
džĞĐƵƟǀĞKƌĚĞƌϭϯϮϮϰĂŶĚh͘^͘>ĂǁƐƚŚĂƚƉƌŽŚŝďŝƚƚƌĂŶƐĂĐƟŽŶƐǁŝƚŚĂŶĚƉƌŽǀŝƐŝŽŶŽĨ ƌĞƐŽƵƌĐĞƐĂŶĚƐƵƉƉŽƌƚƚŽŝŶĚŝǀŝĚƵĂůƐĂŶĚŽƌŐĂŶŝnjĂƟŽŶƐĂƐƐŽĐŝĂƚĞĚǁŝƚŚƚĞƌƌŽƌŝƐŵ͘
xix PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE ^
Zs/
^KZ
Yh/WD
Ed͘ dŽƚŚĞĞdžƚĞŶƚĂƉƉůŝĐĂďůĞ͕^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨ ƚŚŝƐŐƌĞĞŵĞŶƚŝƚǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϮ͘&͘Z͘ΑϮϬϬ͘Ϯϭϲ͘
xx DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier ĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞ ƌĞƋƵŝƌĞŵĞŶƚƐŽĨϮ͘&͘Z͘ΑϮϬϬ͘ϯϮϮ͘
ƌƟĐůĞϮ͗
^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌKďůŝŐĂƟŽŶƐ
dŚĞd ĞƌŵƐŝŶƚŚŝƐƌƟĐůĞϮƌĞůĂƚĞƐƉĞĐŝĮĐĂůůLJƚŽ^ŽƵƌĐĞǁĞůůĂŶĚŝƚƐĂĚŵŝŶŝƐƚƌĂƟŽŶŽĨƚŚŝƐDĂƐƚĞƌ ŐƌĞĞŵĞŶƚǁŝƚŚ^ƵƉƉůŝĞƌĂŶĚ^ƵƉƉůŝĞƌ͛ƐŽďůŝŐĂƟŽŶƐƚŚĞƌĞƵŶĚĞƌ ͘
1) Authorized Sellers͘^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞ^ŽƵƌĐĞǁĞůůĂĐƵƌƌĞŶƚŵĞĂŶƐƚŽǀĂůŝĚĂƚĞŽƌĂƵƚŚĞŶƟĐĂƚĞ ^ƵƉƉůŝĞƌ͛ƐĂƵƚŚŽƌŝnjĞĚĚĞĂůĞƌƐ͕ĚŝƐƚƌŝďƵƚŽƌƐ͕ŽƌƌĞƐĞůůĞƌƐǁŚŝĐŚŵĂLJĐŽŵƉůĞƚĞƚƌĂŶƐĂĐƟŽŶƐŽĨ/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐŽīĞƌĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘^ŽƵƌĐĞǁĞůůŵĂLJƌĞƋƵĞƐƚƵƉĚĂƚĞĚŝŶĨŽƌŵĂƟŽŶŝŶŝƚƐ ĚŝƐĐƌĞƟŽŶ͕ĂŶĚ^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŽƉƌŽǀŝĚĞƌĞƋƵĞƐƚĞĚŝŶĨŽƌŵĂƟŽŶǁŝƚŚŝŶĂƌĞĂƐŽŶĂďůĞƟŵĞ͘
2) WƌŽĚƵĐƚĂŶĚWƌŝĐĞŚĂŶŐĞƐZĞƋƵŝƌĞŵĞŶƚƐ͘ ^ƵƉƉůŝĞƌŵĂLJƌĞƋƵĞƐƚ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐchanges, ĂĚĚŝƟŽŶƐ͕ŽƌĚĞůĞƟŽŶƐĂƚĂŶLJƟŵĞ͘ůůƌĞƋƵĞƐƚƐŵƵƐƚďĞŵĂĚĞŝŶǁƌŝƟŶŐďLJƐƵďŵŝƫŶŐĂ^ŽƵƌĐĞǁĞůů WƌŝĐĞĂŶĚWƌŽĚƵĐƚŚĂŶŐĞZĞƋƵĞƐƚ&ŽƌŵƚŽ^ŽƵƌĐĞǁĞůů͘ƚĂŵŝŶŝŵƵŵ͕ƚŚĞƌĞƋƵĞƐƚŵƵƐƚ͗ x /ĚĞŶƟĨLJƚŚĞĂƉƉůŝĐĂďůĞ^ŽƵƌĐĞǁĞůůŐƌĞĞŵĞŶƚŶƵŵďĞƌ͖
x ůĞĂƌůLJƐƉĞĐŝĨLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͖
x WƌŽǀŝĚĞƐƵĸĐŝĞŶƚĚĞƚĂŝůƚŽũƵƐƟĨLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͖ x /ŶĚŝǀŝĚƵĂůůLJůŝƐƚĂůů/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐĂīĞĐƚĞĚďLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͕ĂůŽŶŐǁŝƚŚƚŚĞ ƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ;Ğ͘Ő͕͘ĂĚĚŝƟŽŶ͕ĚĞůĞƟŽŶ͕ƉƌŝĐĞĐŚĂŶŐĞͿ͖ĂŶĚ x /ŶĐůƵĚĞĂĐŽŵƉůĞƚĞƌĞƐƚĂƚĞŵĞŶƚŽĨWƌŝĐŝŶŐ>ŝƐƚǁŝƚŚƚŚĞĞīĞĐƟǀĞĚĂƚĞŽĨƚŚĞŵŽĚŝĮĞĚƉƌŝĐŝŶŐ͕ ŽƌƉƌŽĚƵĐƚĂĚĚŝƟŽŶŽƌĚĞůĞƟŽŶ͘dŚĞŶĞǁƉƌŝĐŝŶŐƌĞƐƚĂƚĞŵĞŶƚŵƵƐƚŝŶĐůƵĚĞĂůů/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐŽīĞƌĞĚ͕ĞǀĞŶĨŽƌƚŚŽƐĞŝƚĞŵƐǁŚĞƌĞƉƌŝĐŝŶŐƌĞŵĂŝŶƐƵŶĐŚĂŶŐĞĚ͘
ĨƵůůLJĞdžĞĐƵƚĞĚ^ŽƵƌĐĞǁĞůůWƌŝĐĞĂŶĚWƌŽĚƵĐƚŚĂŶŐĞZĞƋƵĞƐƚ&ŽƌŵǁŝůůďĞĐŽŵĞĂŶĂŵĞŶĚŵĞŶƚƚŽ this Agreement and will be incorporated by reference.
3) ƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞ͘ ^ƵƉƉůŝĞƌǁŝůůĂƐƐŝŐŶĂŶƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞƚŽ^ŽƵƌĐĞǁĞůů ĨŽƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚŵƵƐƚƉƌŽǀŝĚĞƉƌŽŵƉƚŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůŝĨƚŚĂƚƉĞƌƐŽŶŝƐĐŚĂŶŐĞĚ͘dŚĞƵƚŚŽƌŝnjĞĚ ZĞƉƌĞƐĞŶƚĂƟǀĞǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌ͗
x Maintenance and management of this Agreement;
x dŝŵĞůLJƌĞƐƉŽŶƐĞƚŽĂůů^ŽƵƌĐĞǁĞůůĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝŶƋƵŝƌŝĞƐ͖ĂŶĚ
x WĂƌƟĐŝƉĂƟŽŶŝŶƌĞǀŝĞǁƐǁŝƚŚ^ŽƵƌĐĞǁĞůů͘
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^ŽƵƌĐĞǁĞůůΖƐƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞŝƐŝƚƐŚŝĞĨWƌŽĐƵƌĞŵĞŶƚKĸĐĞƌ.
4) Performance Reviews. Supplier will perform a minimum of one review with Sourcewell per agreement year. The review will cover ƚƌĂŶƐĂĐƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͕ƉƌŝĐŝŶŐĂŶĚƚĞƌŵƐ͕
ĂĚŵŝŶŝƐƚƌĂƟǀĞĨĞĞƐ͕ƐĂůĞƐĚĂƚĂƌĞƉŽƌƚƐ͕ƉĞƌĨŽƌŵĂŶĐĞŝƐƐƵĞƐ͕ƐƵƉƉůLJ chain issues, customer issues, and ĂŶLJŽƚŚĞƌŶĞĐĞƐƐĂƌLJŝŶĨŽƌŵĂƟŽŶ͘
5) ^ĂůĞƐZĞƉŽƌƟŶŐZĞƋƵŝƌĞĚ͘ ^ƵƉƉůŝĞƌŝƐƌĞƋƵŝƌĞĚĂƐĂŵĂƚĞƌŝĂůĞůĞŵĞŶƚƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚƚŽ ƌĞƉŽƌƚĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘&ĂŝůƵƌĞƚŽ
provide complete and accurate ƌĞƉŽƌƚƐĂƐĚĞĮŶĞĚŚĞƌĞŝŶǁŝůůďĞĂŵĂƚĞƌŝĂůďƌĞĂĐŚŽĨƚŚĞŐƌĞĞŵĞŶƚ ĂŶĚ^ŽƵƌĐĞǁĞůůƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƉƵƌƐƵĞĂůůƌĞŵĞĚŝĞƐĂǀĂŝůĂďůĞĂƚůĂǁŝŶĐůƵĚŝŶŐĐĂŶĐĞůůĂƟŽŶŽĨ this Agreement.
6) ZĞƉŽƌƟŶŐZĞƋƵŝƌĞŵĞŶƚƐ͘ ^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞ^ŽƵƌĐĞǁĞůůĂŶĂĐƟǀŝƚLJƌĞƉŽƌƚŽĨĂůůƚƌĂŶƐĂĐƟŽŶƐ ĐŽŵƉůĞƚĞĚƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘ZĞƉŽƌƚƐĂƌĞĚƵĞĂƚůĞĂƐƚŽŶĐĞĞĂĐŚĐĂůĞŶĚĂƌƋƵĂƌƚĞƌ;ZĞƉŽƌƟŶŐ WĞƌŝŽĚͿ͘ZĞƉŽƌƚƐŵƵƐƚďĞƌĞĐĞŝǀĞĚŶŽůĂƚĞƌƚŚĂŶϰϱĐĂůĞŶĚĂƌĚĂLJƐĂŌĞƌƚŚĞĞŶĚŽĨĞĂch calendar ƋƵĂƌƚĞƌ ͘^ƵƉƉůŝĞƌŵĂLJƌĞƉŽƌƚŽŶĂŵŽƌĞĨƌĞƋƵĞŶƚďĂƐŝƐŝŶŝƚƐĚŝƐĐƌĞƟŽŶ͘ZĞƉŽƌƚƐŵƵƐƚďĞƉƌŽǀŝĚĞĚ ƌĞŐĂƌĚůĞƐƐŽĨƚŚĞĂŵŽƵŶƚŽĨĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐĚƵƌŝŶŐƚŚĂƚƋƵĂƌƚĞƌ;ŝ͘Ğ͕͘ŝĨƚŚĞƌĞĂƌĞŶŽƐĂůĞƐ͕ Supplier must submit a ƌĞƉŽƌƚŝŶĚŝĐĂƟŶŐŶŽƐĂůĞƐǁĞƌĞŵĂĚĞͿ͘
dŚĞZĞƉŽƌƚŵƵƐƚĐŽŶƚĂŝŶƚŚĞĨŽůůŽǁŝŶŐĮĞůĚƐ͗
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJEĂŵĞ;Ğ͘Ő͕͘ŝƚLJŽĨ^ƚĂƉůĞƐ,ŝŐŚǁĂLJĞƉĂƌƚŵĞŶƚͿ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJWŚLJƐŝĐĂů^ƚƌĞĞƚĚĚƌĞƐƐ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƚLJ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ^ƚĂƚĞͬWƌŽǀŝŶĐĞ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƉͬWŽƐƚĂůŽĚĞ͖
x ^ŽƵƌĐĞǁĞůůWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJAccount Number;
x dƌĂŶƐĂĐƟŽŶĞƐĐƌŝƉƟŽŶ͖
x dƌĂŶƐĂĐƟŽŶWƵƌĐŚĂƐĞĚWƌŝĐĞ͖
x ^ŽƵƌĐĞǁĞůůĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƉƉůŝĞĚ͖ĂŶĚ
x ĂƚĞdƌĂŶƐĂĐƟŽŶǁĂƐŝŶǀŽŝĐĞĚͬƐĂůĞǁĂƐƌĞĐŽŐŶŝnjĞĚĂƐƌĞǀĞŶƵĞďLJ^ƵƉƉůŝĞƌ ͘
If collected by Supplier, ƚŚĞZĞƉŽƌƚŵĂLJŝŶĐůƵĚĞƚŚĞĨŽůůŽǁŝŶŐĮĞůĚƐĂƐĂǀĂŝůĂďůĞ͗ x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚEĂŵĞ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚ
ŵĂŝůĚĚƌĞƐƐ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚdĞůĞƉŚŽŶĞEƵŵďĞƌ͖
7) ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞ͘ /ŶĐŽŶƐŝĚĞƌĂƟŽŶĨŽƌƚŚĞƐƵƉƉŽƌƚĂŶĚƐĞƌǀŝĐĞƐƉƌŽǀŝĚĞĚďLJ^ŽƵƌĐĞǁĞůů͕^ƵƉƉůŝĞƌ ǁŝůůƉĂLJĂŶĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƚŽ^ŽƵƌĐĞǁĞůůŽŶĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ
ƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌǁŝůůŝŶĐůƵĚĞŝƚƐĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞǁŝƚŚin its proposed pricing. ^ƵƉƉůŝĞƌŵĂLJŶŽƚĚŝƌĞĐƚůLJĐŚĂƌŐĞWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƚŽŽīƐĞƚƚŚĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞ͘
8) &ĞĞĂůĐƵůĂƟŽŶ͘ ^ƵƉƉůŝĞƌ͛ƐĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƉĂLJĂďůĞƚŽ^ŽƵƌĐĞǁĞůůǁŝůůďĞĐĂůĐƵůĂƚĞĚĂƐĂƐƚĂƚĞĚ ƉĞƌĐĞŶƚĂŐĞ;ůŝƐƚĞĚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůͿŽĨĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐƚŚŝƐDĂƐƚĞƌ ŐƌĞĞŵĞŶƚǁŝƚŚŝŶƚŚĞƉƌĞĐĞĚŝŶŐZĞƉŽƌƟŶŐWĞƌŝŽĚ͘ For certain categories, a ŇĂƚĨĞĞ may be proposed. dŚĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞǁŝůůďĞƐƚĂƚĞĚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂů.
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9) &ĞĞZĞŵŝƩĂŶĐĞ͘ ^ƵƉƉůŝĞƌǁŝůůƌĞŵŝƚĨĞĞƚŽ^ŽƵƌĐĞǁĞůůŶŽůĂƚĞƌƚŚĂŶϰϱĐĂůĞŶĚĂƌĚĂLJƐĂŌĞƌƚŚĞĐůŽƐĞ ŽĨƚŚĞƉƌĞĐĞĚŝŶŐĐĂůĞŶĚĂƌƋƵĂƌƚĞƌŝŶĐŽŶũƵŶĐƟŽŶǁŝƚŚ^ƵƉƉůŝĞƌ͛ƐZĞƉŽƌƟŶŐWĞƌŝŽĚŽďůŝŐĂƟŽŶƐ ĚĞĮŶĞĚŚĞƌĞŝŶ͘WĂLJŵĞŶƚƐƐŚŽƵůĚŶŽƚĞƚŚĞ^ƵƉƉůŝĞƌ͛ƐŶĂŵĞĂŶĚ^ŽƵƌĐĞǁĞůů-assigned Agreement number in the memo; and must be either mailed to Sourcewell ĂďŽǀĞ͞ƩŶ͗ĐĐŽƵŶƚƐZĞĐĞŝǀĂďůĞ͟Žƌ ƌĞŵŝƩĞĚĞůĞĐƚƌŽŶŝĐĂůůLJƚŽ^ŽƵƌĐĞǁĞůů͛ƐďĂŶŬŝŶŐŝŶƐƟƚƵƟŽŶƉĞƌ^ŽƵƌĐĞǁĞůů͛Ɛ&ŝŶĂŶĐĞĚĞƉĂƌƚŵĞŶƚ ŝŶƐƚƌƵĐƟŽŶƐ͘
10) Noncompliance. Sourcewell reserves the right to seek all remedies available at law for unpaid or ƵŶĚĞƌƉĂŝĚĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐĚƵĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘&ĂŝůƵƌĞƚŽƌĞŵŝƚƉĂLJŵĞŶƚ͕ĚĞůŝŶƋƵĞŶƚ payments͕ƵŶĚĞƌƉĂLJŵĞŶƚƐ͕ŽƌŽƚŚĞƌĚĞǀŝĂƟŽŶƐĨƌŽŵƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞ ĚĞĞŵĞĚĂŵĂƚĞƌŝĂůďƌĞĂĐŚĂŶĚŵĂLJƌĞƐƵůƚŝŶĐĂŶĐĞůůĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚĚŝƐďĂƌŵĞŶƚĨƌŽŵ future Agreements.
11) Audit Requirements. Pursuant to Minn. Stat. Α 16C.05, subdivision 5, the books, records, ĚŽĐƵŵĞŶƚƐ͕ĂŶĚĂĐĐŽƵŶƟŶŐƉƌŽĐĞĚƵƌĞƐĂŶĚƉƌĂĐƟĐĞƐƌĞůĞǀĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽ ĞdžĂŵŝŶĂƟŽŶďLJ^ŽƵƌĐĞǁĞůůand the Minnesota State Auditor for a minimum of six years from the end ŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŽĨƵůůLJĐŽŽƉĞƌĂƚĞǁŝƚŚ^ŽƵƌĐĞǁĞůůŝŶĂƵĚŝƟŶŐƚƌĂŶƐĂĐƟŽŶƐƵŶĚĞƌ ƚŚŝƐŐƌĞĞŵĞŶƚƚŽĞŶƐƵƌĞĐŽŵƉůŝĂŶĐĞǁŝƚŚƉƌŝĐŝŶŐƚĞƌŵƐ͕ĐŽƌƌĞĐƚĐĂůĐƵůĂƟŽŶĂŶĚƌĞŵŝƩance of ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͕ĂŶĚǀĞƌŝĮĐĂƟŽŶŽĨƚƌĂŶƐĂĐƟŽŶƐĂƐŵĂLJďĞƌĞƋƵĞƐƚĞĚďLJĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJŽƌ
Sourcewell.
12) ƐƐŝŐŶŵĞŶƚ͕dƌĂŶƐĨĞƌ͕and ĚŵŝŶŝƐƚƌĂƟǀĞŚĂŶŐĞƐ͘Supplier may not assign or otherwise transfer its ƌŝŐŚƚƐŽƌŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚƚŚĞƉƌŝŽƌǁƌŝƩĞŶĐŽŶƐĞŶƚŽĨ^ŽƵƌĐĞǁĞůů͘^ƵĐŚ consent will not be unreasonably withheld. Sourcewell reserves the right to unilaterally assign all or ƉŽƌƟŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŝŶŝƚƐƐŽůĞĚŝƐĐƌĞƟŽŶƚŽĂĚĚƌĞƐƐĐŽƌƉŽƌĂƚĞƌĞƐƚƌƵĐƚƵƌŝŶŐƐ͕ŵĞƌŐĞƌƐ͕ ĂĐƋƵŝƐŝƟŽŶƐ͕ŽƌŽƚŚĞƌĐŚĂŶŐĞƐƚŽƚŚĞResponsible Party and named in the Agreement. Any prohibited assignment is ŝŶǀĂůŝĚ͘hƉŽŶƌĞƋƵĞƐƚ ^ŽƵƌĐĞǁĞůůŵĂLJŵĂŬĞĂĚŵŝŶŝƐƚƌĂƟǀĞĐŚĂŶŐĞƐƚŽĂŐƌĞĞŵĞŶƚ ĚŽĐƵŵĞŶƚĂƟŽŶƐƵĐŚĂƐŶĂŵĞĐŚĂŶŐĞƐ͕ĂĚĚƌĞƐƐĐŚĂŶŐĞƐ͕ĂŶĚŽƚŚĞƌŶŽŶ-material updates as determined ǁŝƚŚŝŶŝƚƐƐŽůĞĚŝƐĐƌĞƟŽŶ͘
13) Amendments. ŶLJŵĂƚĞƌŝĂůĐŚĂŶŐĞƚŽƚŚŝƐŐƌĞĞŵĞŶƚŵƵƐƚďĞĞdžĞĐƵƚĞĚŝŶǁƌŝƟŶŐƚŚƌŽƵŐŚĂŶ ĂŵĞŶĚŵĞŶƚĂŶĚǁŝůůŶŽƚďĞĞīĞĐƟǀĞƵŶƟůŝƚŚĂƐďĞĞŶĚƵůLJĞdžĞĐƵƚĞĚďLJƚŚĞƉĂƌƟĞƐ.
14) Waiver. Failure by Sourcewell to enforce any right under this Agreement will not be deemed a waiver ŽĨƐƵĐŚƌŝŐŚƚŝŶƚŚĞĞǀĞŶƚŽĨƚŚĞĐŽŶƟŶƵĂƟŽŶŽƌƌĞƉĞƟƟŽŶŽĨƚŚĞĐŝƌĐƵŵƐƚĂŶĐĞƐŐŝǀŝŶŐƌŝƐĞƚŽƐƵĐŚ right.
15) ŽŵƉůĞƚĞŐƌĞĞŵĞŶƚ͘ dŚŝƐŐƌĞĞŵĞŶƚƌĞƉƌĞƐĞŶƚƐƚŚĞĐŽŵƉůĞƚĞĂŐƌĞĞŵĞŶƚďĞƚǁĞĞŶƚŚĞƉĂƌƟĞƐ for ƚŚĞƐĐŽƉĞĂƐĚĞĮŶĞĚŚĞƌĞŝŶ͘^ƵƉƉůŝĞƌĂŶĚ^ŽƵƌĐĞǁĞůůŵĂLJĞŶƚĞƌŝŶƚŽƐĞƉĂƌĂƚĞǁƌŝƩĞŶĂŐƌĞĞŵĞŶƚƐ ƌĞůĂƟŶŐƐƉĞĐŝĮĐĂůůLJƚŽƚƌĂŶƐĂĐƟŽŶƐŽƵƚƐŝĚĞŽĨƚŚĞƐĐŽƉĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
16) ZĞůĂƟŽŶƐŚŝƉŽĨ^ŽƵƌĐĞǁĞůůĂŶĚSupplier. This Agreement does not create a partnership, joint ǀĞŶƚƵƌĞ͕ŽƌĂŶLJŽƚŚĞƌƌĞůĂƟŽŶƐŚŝƉƐƵĐŚĂƐĞŵƉůŽLJĞĞ͕ŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌ͕ŵĂƐƚĞƌ-servant, or principal-agent.
17) /ŶĚĞŵŶŝĮĐĂƟŽŶ͘ Supplier must indemnify, defend, save, and hold Sourcewell, including their agents ĂŶĚĞŵƉůŽLJĞĞƐ͕ŚĂƌŵůĞƐƐĨƌŽŵĂŶLJĐůĂŝŵƐŽƌĐĂƵƐĞƐŽĨĂĐƟŽŶ͕ŝŶĐůƵĚŝŶŐĂƩŽƌŶĞLJƐ͛ĨĞĞƐŝŶĐƵƌƌĞĚďLJ