Item 09 2024-02052 Professional Services Agreements for Street to Housing Pilot Program [Two-Thirds Vote Required] — Sacramento City Council, January 28, 2025

City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2024-02052 1/28/2025 Consent Item 9.

Professional Services Agreements for Street to Housing Pilot Program [Two-Thirds Vote Required]
File ID: 2024-02052
Location: Sacramento Northern Parkway, District 2, Represented by Councilmember Dickinson Recommendation: Pass a Motion: 1) waiving the requirements of Sacramento City Code section

4.04.020.C and Council Rules of Procedure section 7.E.2.d relating to agreements greater than $1,000,000; 2) authorizing the City Manager or the City Manager’s designee to execute a professional services agreement for Landlord Engagement/Housing Location and Housing Stabilization Case Management services with Community HealthWorks for a total not-to-exceed amount of $1,356,188.40; and 3) authorizing the City Manager or the City Manager’s designee to execute a professional services agreement for Rent Administration with Housing Connector for a total not-to-exceed amount of $4,200,000.

Contact: Ya-yin Isle, City Housing Manager, (916) 808-1869, [email protected], City Manager’s Office of Innovation and Economic Development; Brian Pedro, Director, (916) 808-7816, [email protected], Department of Community Response Presenter: None
Attachments:
1-Description/Analysis
2-Professional Services Agreement with Community HealthWorks 3-Professional Services Agreement with Housing Connector Description/Analysis
Issue Detail: The State’s Encampment Resolution Fund - Round 3 (“ERF-3-R”) is a $300 million rolling competitive grant program appropriated by SB 101 from 2023. The State’s California Interagency Council on Homelessness (“Cal ICH”) issued a Notice of Funding Availability (“NOFA”) for ERF-3-R in November 2023. However, effective July 2024, the State’s Housing and Community Development Department (“HCD”) now administers the ERF program. The purpose of this program is to fund actionable, person-centered local proposals that resolve the experience of unsheltered homelessness for people residing in encampments and that demonstrate clear pathways to permanent housing.

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File ID: 2024-02052 1/28/2025 Consent Item 9.

On April 30, 2024, City staff submitted two applications to HCD for ERF-3-R funding under HCD’s second application window. One application was submitted by the City’s Department of Community Response (“DCR”), which focused on an expansion of the City’s Roseville Road Campus (“RRC”), and one application was submitted by the City’s Office of Innovation and Economic Development (“OIED”) to pilot a street-to-housing program. Both proposals were awarded funding by HCD on September 27, 2024. OIED’s street-to-housing pilot program (“Project”) was awarded $5,846,242.50 in ERF 3-R, and DCR’s Roseville Road Campus project was awarded $12,353,418.09 in ERF Round 4 Lookback (“ERF-4-L”) funding. Both grants must be 100% expended by June 30, 2027.

On October 29, 2024, the City Council adopted Resolution No. 2024-0320 accepting the ERF-3-R grant funds to OIED in the amount of $5,846,242.50 and establishing the grant operating project and revenue and expenditure budget for OIED’s program. OIED’s ERF-3-R funding will be used to pilot a program for 100 encampment households using a housing-first approach that moves people directly from encampment into housing, providing rental assistance and stabilizing participants in housing with intensive case management.

On November 18, 2024, OIED released a Request for Qualifications (“RFQ”) for Professional Services for its street-to-housing program and advertised through PlanetBids to over 800 vendors.

The City received ten responses to the RFQ, which were reviewed and ranked by a five-member panel that included City, County, Capitol Area Development Authority (“CADA”), and Sacramento Steps Forward staff. The two highest scoring Statements of Qualifications were selected by the panel and will provide services for the City’s street-to-housing program as follows:
· Community HealthWorks (“CoHeWo”) will provide landlord engagement and housing stabilization case management services. CoHeWo will work with landlords in the community to secure housing units utilizing incentives, facilitate the lease-up process, and support landlords throughout the leasing and rental period. CoHeWo was also selected to provide housing stabilization case management services to clients to support their needs during the period of rental subsidies to ensure a permanent housing placement. The total contract amount is $1,356,188.40 and includes $200,000 of landlord incentives to be paid to landlords. · Housing Connector will serve as the rent administrator for the street-to-housing pilot to manage the rental subsidy process and provide timely payments for security deposits and monthly rental payments to landlords. The total contract amount is $4,200,000 and includes $4,000,000 of rental subsidy and security deposit funding to be paid to landlords.

Both organizations will work in close collaboration with City staff, Clutch Consulting - the street-to- housing program consultant who developed this model, and each other to ensure that the process flows smoothly, and clients are successful through the pilot.

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File ID: 2024-02052 1/28/2025 Consent Item 9.

Policy Considerations: The actions in this report are consistent with the City of Sacramento Housing Element of the General Plan, specifically Policy H-7.2 that speaks to Regional Coordination in our response to homelessness.

The City’s street-to-housing program is also consistent with the Sacramento Regionally Coordinated Homelessness Action Plan (“RCHAP”), adopted in March 2024. The street-to-housing program supports Solution 3 - Outreach and Engagement of the RCHAP, which seeks to provide comprehensive, coordinated street outreach that supports successful resolution of unsheltered homelessness.

Sacramento City Code Section 3.04.010(B) states all agreements involving income or expenditure of $250,000 or more require approval of the City Council.

Sacramento City Code Section 4.04.020(C) and Council Rules of Procedure (Chapter 7, Section E.2.d) mandate that unless waived by a 2/3 vote of the City Council, all agreements greater than $1 million shall be made available to the public at least ten (10) days prior to Council action. Due to the expenditure timelines prescribed by the State for the ERF grant and the need to expedite the professional services agreements in order to begin the street-to-housing work, staff is requesting a 2/3 vote of the City Council to waive the 10-day posting period.

Economic Impacts: Efforts to reduce and minimize the occurrence of homelessness in our community improves the economic outlook of all community members, including those who are able to avoid homelessness through prevention and diversion, those who are reintegrated into the workforce through local shelter and training options, individuals and families who gain permanent affordable housing and have greater expendable income to take care of their needs and support the local economy, and local businesses with access to a larger job pool and decreased impacts.

Environmental Considerations: California Environmental Quality Act (CEQA): approval of the two professional services agreements for the street-to-housing program is exempt from CEQA pursuant to CEQA Guidelines sections 15061(b)(3) (it can be seen with certainty that no significant effect on the environmental would occur), 15269(c) (relating to specific actions necessary to prevent or mitigate an emergency), 15378(b)(4) (government fiscal activities which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment); and California Government Code sections 8698.4(a)(4) (actions taken by a local agency to lease, convey, or encumber land owned by a city, county, or city and county, or to facilitate the lease, conveyance, or encumbrance of land owned by the local government for, or to provide financial assistance to, a homeless shelter constructed or allowed by the Shelter Crisis Law) and 65660(b) (low barrier navigation centers).

Sustainability: Not applicable.

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File ID: 2024-02052 1/28/2025 Consent Item 9.

Commission/Committee Action: Not applicable.

Rationale for Recommendation: The recommendations in this report further local coordination in response to homelessness, while piloting a program with increased emphasis on housing solutions, consistent with the recommendations and solutions of the RCHAP, State direction, and national best practices in reducing homelessness.

Financial Considerations: This report carries out the necessary steps to sub-award ERF-3-R grant funding for Community HealthWorks and Housing Connector to provide Landlord Engagement/Housing Location, Rent Administration, and Housing Stabilization Case Management services that are vital to the City’s street-to-housing pilot’s success. Both agreements will be funded out of the ERF Street to Housing Operating Grant Project (G02610610) and will obligate the majority of the remaining balance of the $5,846,242.50 ERF-3-R grant. The City previously entered into a professional services agreement with Clutch Consulting for $89,000 of ERF-3-R grant funds, so after the $5,556,188.40 is spent on the Community HealthWorks and Housing Connector agreements, there will be $201,054.10 left, which will be allocated to City administrative costs to oversee the street-to-housing program (which is an allowable use of the ERF-3-R funds). Accordingly, with the Council action to approve the Community HealthWorks and Housing Connector agreements, the City’s ERF-3-R grant funding will be 100% obligated.

Local Business Enterprise (LBE): The LBE requirements for the Request for Qualifications process were waived under other conditions where a waiver or reduction is in the City’s best interest, citing the ability to get a wider pool of providers available to provide the services. With the street-to-housing being a pilot program to test a new homeless response approach, the City sought the most qualified providers to perform the services, who may or may not necessarily be a local Sacramento business.

CoHeWo qualifies as a LBE in the City of Sacramento.

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PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Page1 of 3 CONTRACT #: PRC003349CONTRACT NAME: ERF Landlord Engagement and Case Management CONTRACT PROJECT #: G02610610DEPARTMENT: Office of Innovation and Economic Development DIVISION: Housing CITY OF SACRAMENTO PROFESSIONAL SERVICES AGREEMENT* THIS CONTRACT (“Contract” or “Agreement”) is made at Sacramento, California, by and between the CITY OF SACRAMENTO, a charter city and municipal corporation (“CITY”), and Healthy Community Forum for the Greater Sacramento Region d.b.a. Community HealthWorks 2025 H Street Sacramento, CA 95811 (916) 926-8192 [email protected] (“CONTRACTOR”), as of the Effective Date, as defined below. The City and CONTRACTOR agree as follows: 1. Effective Date. This Contract shall be effective beginning 1/28/2025. 2. Contract Documents. All exhibits and documents attached or referred to in this Contract are incorporated as if set forth herein, Including Exhibit A (titled “Scope of Services”) and Exhibit B (titled “Payment”). If there is a conflict between the terms and conditions of any document prepared or provided by the CONTRACTOR and made a part of this Contract and the other terms or conditions of the Contract, the other terms and conditions of the Contract control. 3. Services. Subject to the terms and conditions set forth in this Contract, CONTRACTOR shall provide to CITY the services described in Exhibit A (“Services”). CONTRACTOR will not be compensated for services outside the scope of Exhibit A (“Additional Services”) unless, before providing Additional Services: (a) CONTRACTOR notifies CITY and CITY agrees that the Additional Services are outside the scope of Exhibit A; (b) CONTRACTOR estimates the additional compensation required for these Additional Services; and (c) CITY, after notice, approves in writing a Supplemental Contract specifying the Additional Services and the amount of additional compensation to be paid CONTRACTOR. CITY will have no obligations whatsoever under this Contract or any Supplemental Contract, unless and until this Contract or any Supplemental Contract is approved by the City as required ___________________________ * This form is to be used for all professional services, except services performed by architects, landscape-architects, professional engineers, or professional land surveyors, or services related to a construction project.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Page2 of 3 by the Sacramento City Code. As used in this Contract, the term “Services” includes both Services and Additional Services as applicable.4. Payment. CITY shall pay CONTRACTOR at the times and in the manner set forth in Exhibit B. CONTRACTOR shall submit all invoices to CITY in the manner specified in Exhibit B. 5. Facilities and Equipment. Except as set forth below, CONTRACTOR shall, at its sole cost and expense, furnish all facilities and equipment required for CONTRACTOR to perform this Contract. CITY shall furnish to CONTRACTOR only the facilities and equipment listed below, if any. 6. Insurance. CONTRACTOR shall, at its sole cost and expense, maintain the insurance coverage described in the attached Exhibit C. 7. General Conditions. CONTRACTOR shall comply with the terms and conditions set forth in the attached Exhibit D. 8. Additional Requirements for Surveying, Material Testing, and Inspection Services. If this Contract includes any land surveying, material testing, or inspection services provided for a CITYconstruction project, during the design, pre-construction, construction, or post-construction phases of the project, the CONTRACTOR and any subcontractor or subconsultant performing any such services shall comply with the provisions specified in Exhibit E.9. Non-Discrimination in Employee Benefits. This Contract may be subject to Sacramento CityCode chapter 3.54, Non- Discrimination in Employee Benefits by CITY contractors. A summaryof the requirements, entitled "Requirements of the Non-Discrimination in Employee Benefits Code (Equal Benefits Ordinance),” can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. CONTRACTOR acknowledges and represents that CONTRACTOR has read and understands the requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.54. If requested by CITY, CONTRACTOR shall promptly provide any documents and information required by CITY to verify CONTRACTOR's compliance. CONTRACTOR's violation of Sacramento City Code chapter 3.54 constitutes a material breachof this Contract, for which the CITY may terminate the Contract and pursue all available legal and equitable remedies. 10. Considering Criminal Conviction Information in the Employment Application Process.This Contract may be subject to the requirements of Sacramento City Code chapter 3.62, Procedures for Considering Criminal Conviction Information in the Employment Application Process. A summary of the requirements, entitled “Ban-The-Box Requirements,” can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Page3 of 3 The Ban-The-Box Requirements are applicable to certain contracts with the CITY in an amount of $250,000 or more (either initial value or total value after amendment) or if the total value ofall CONTRACTOR's contracts with the City is $250,000 or more over a 12-month period. CONTRACTOR acknowledges and represents that CONTRACTOR has read and understands these requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.62. If requested by CITY, CONTRACTOR shall promptly provide any documents andinformation required by CITY to verify CONTRACTOR's compliance. CONTRACTOR shall requireapplicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.62 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.62. CONTRACTOR'S violation of Sacramento City Code chapter 3.62 constitutes a material breach of this Contract, for which the CITY may terminate the Contract and pursue all available legal and equitable remedies. 11. Local Business Enterprise Program. The Local Business Enterprise Program ParticipationRequirements ("LBE Participation Requirements") may be applicable to this Contract. A summaryof the requirements, entitled "LBE Participation Requirements," can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. CONTRACTOR acknowledges and represents that CONTRACTOR has read and understands these requirements and shall fully comply with all applicable requirements of Sacramento City Codechapter 3.60. If requested by CITY, CONTRACTOR shall promptly provide any documents andinformation required by CITY to verify CONTRACTOR's compliance. CONTRACTOR shall require applicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.60 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.60. CONTRACTOR's violation of Sacramento City Code chapter 3.60 constitutes a material breach of this Contract, for which the CITY may terminate the Contract and pursue all available legal and equitable remedies. 12. Authority. The person signing this Contract for CONTRACTOR represents and warrants that he or she has read, understands, and agrees to all the Contract terms and is fully authorized to sign this Contract on behalf of the CONTRACTOR and to bind the CONTRACTOR to the performance of the Contract’s obligations. [Signatures Page Following Exhibits] PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit A - Page 1 of 2 EXHIBIT A SCOPE OF SERVICES 1. Representatives. The CITY Representative for this Agreement is: Ya-yin Isle, City Housing Manager 915 I Street Sacramento, CA 95814 (916) 808-1869 [email protected] The CONTRACTOR Representative for this Agreement is: Kelly Bennett, CEO2025 H Street Sacramento, CA 95811 (916) 926-8192 [email protected] otherwise provided in this Contract, all CONTRACTOR questions and correspondencepertaining to this Contract must be addressed to the CITY Representative. All CITY questions and correspondence must be addressed to the CONTRACTOR Representative. 2. Scope of Services. CONTRACTOR shall provide Services to CITY as set forth in Attachment 1 to this Exhibit A.3. Time of Performance. The Services described in this Contract shall be provided for for an initial 28-month term. The CITY may extend this Contract for up to 1 additional 6-month term, for a maximum 34-month term. CONTRACTOR shall provide the Services in accordance with any schedule in Attachment 1 to this Exhibit A. 4. Conflict of Interest Requirements. The individual(s) who will provide Services pursuant to this Contract are “Consultants” within the meaning of the Political Reform Act and the CITY’S Conflict of Interest Code. ____ yes __X__ no [check one] CONTRACTOR shall cause the following to occur within 30 days after execution of this Contract: (A) Identify the individuals who will provide Services or perform Work under this Contract as "Consultants"; and (B) Cause these individuals to file with the City Representative the "assuming office" statements of economic interests required by the CITY’S Conflict of Interest Code.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit A - Page 2 of 2 Thereafter, throughout the term of the Contract, CONTRACTOR shall cause these individuals to file with the CITY Representative annual statements of economic interests and "leaving office" statements of economic interests, as required by the CITY’S Conflict of Interest Code. The CITYmay withhold all or a portion of any payment due under this Contract or impose fines on the individuals until all required statements are filed.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit B - Page 1 of 2 EXHIBIT B PAYMENT 1. CONTRACTOR’s Compensation. The total of all fees paid to the CONTRACTOR for the provision of Services as set forth in Exhibit A, including any authorized reimbursable expenses, shall not exceed the total sum of $1,356,188.40. The payments specified in this Exhibit B shall be the only payments made to CONTRACTOR unless the CITY approves a Supplemental Contract. 2. Billable Rates. CONTRACTOR shall be paid for the performance of Services on an hourly rate, daily rate, flat fee, lump sum, or other basis, as set forth in Exhibit A or Attachment 1 to this Exhibit B and any applicable special provisions included in the request for bids or proposals. If there is a conflict between Exhibit A or Exhibit B and the Special Provisions, Exhibit A or Exhibit B controls. 3. CONTRACTOR’s Reimbursable Expenses. “Reimbursable Expenses” are limited to actual expenditures of CONTRACTOR for expenses that are necessary for the proper satisfaction of the Contract and are only payable if specifically authorized in advance in writing by the CITY. No charges or markup will be allowed unless specified in the Contract, including charges for travel and transportation. 4. Payments to CONTRACTOR. CONTRACTOR is responsible for supplying all documentation necessary to verify invoices to the CITY’S satisfaction. A. Payments to CONTRACTOR shall be made within a reasonable time after receipt of CONTRACTOR’s invoice, in proportion to services performed or as otherwise specified in Attachment 1 to Exhibit B. CONTRACTOR may request payment on a monthly basis. CONTRACTOR shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of CITY. B. Invoices must be submitted to either of the addresses specified below. (1) Email. Submit email invoices and any attachments to: [email protected](2) Postal Mail. If emailing is not an option, mail to: A/P Processing CenterCity of Sacramento915 I Street, Floor 4 Sacramento, CA 95814-2608 C. All invoices submitted by CONTRACTOR must contain the following information: (1) Job/Project Name

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit B - Page 2 of 2 (2) CITY’s current Purchase Order Number(3) CONTRACTOR’s Invoice Number (4) Date of Invoice Issuance (5) Work Order Number (if applicable) (6) CITY representative identified on the Purchase Order (7) CONTRACTOR’s remit address (8) Description of services billed under Invoice (9) Amount of Invoice (itemize all authorized Reimbursable Expenses) (10) Total Billed to Date under Contract (if applicable) D. Items must be separated into Services and Reimbursable Expenses. Invoices that do not conform to the format outlined above will be returned to CONTRACTOR for correction. CITY is not responsible for delays in payment to CONTRACTOR resulting from CONTRACTOR’s failure to comply with the invoice format described above. 5. Additional Services. Additional Services shall be provided only when a Supplemental Contract authorizing the Additional Services is approved in writing by the CITY in accordance with the CITY’S contract amendment procedures. The CITY reserves the right to perform any Additional Services with its own staff or to retain other CONTRACTORs to perform the Additional Services. 6. Accounting Records of CONTRACTOR. During performance of this Contract and for a period of three years after completion of performance, CONTRACTOR shall maintain all accounting and financial records related to this Contract, in accordance with generally accepted accounting practices, including records of CONTRACTOR’s costs for performance under this Contract and records of CONTRACTOR’s Reimbursable Expenses. CONTRACTOR shall keep and make records available for inspection and audit by representatives of the CITY upon reasonable written notice. 7. Tax Payments. CONTRACTOR shall pay, when and as due, any and all taxes incurred as a result of CONTRACTOR’s compensation hereunder, including estimated taxes, and shall provide CITY with proof of the payment upon request. CONTRACTOR hereby agrees to indemnify CITY for any claims, losses, costs, fees, liabilities, damages or injuries suffered by CITY arising out of CONTRACTOR’s breach of this section.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 1 of 5 EXHIBIT C INSURANCE 1. Insurance Requirements. During the entire term of this Agreement, CONTRACTOR shall maintain insurance coverage as described in this Exhibit. Full compensation for all premiums that CONTRACTOR is required to pay for the insurance coverage described herein shall be included in the compensation specified for the Services provided by CONTRACTOR under this Agreement. No additional compensation will be provided for CONTRACTOR’S insurance premiums. If CONTRACTOR maintains broader coverage and/or higher limits than the minimums shown below, the CITY requires and shall be entitled to the broader coverage and/or the higher limits maintained by CONTRACTOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. It is understood and agreed by CONTRACTOR that its liability to the CITY shall not in any way be limited to or affected by the amount of insurance coverage required or carried by CONTRACTOR in connection with this Agreement. 2. General Liability Minimum Scope and Limits of Insurance Coverage. A. Commercial General Liability Insurance providing coverage at least as broad as ISO CGL Form 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, arising out of activities performed by or on behalf of CONTRACTOR, its sub-consultants, and subcontractors, products and completed operations of CONTRACTOR, its sub-consultants, and subcontractors, and premises owned, leased, or used by CONTRACTOR, its sub-consultants, and subcontractors, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide contractual liability and products and completed operations coverage for the term of the policy. If a general aggregate limit applies, either the general aggregate limit shall apply separately (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. B. The CITY, its officials, employees, and volunteers shall be covered by policy terms or endorsement as additional insureds as respects general liability arising out of: activities performed by or on behalf of CONTRACTOR, its sub-consultants, and subcontractors; products and completed operations of CONTRACTOR, its sub-consultants, and subcontractors; and premises owned, leased, or used by CONTRACTOR, its sub-consultants, and subcontractors. 3. Automobile Liability Minimum Scope and Limits of Insurance Coverage. (Check the applicable provision.)

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 2 of 5 __X__ Automobile Liability Insurance is required providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of CONTRACTOR. The CITY, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects auto liability. ____ No automobile liability insurance is required, and by signing this Agreement, CONTRACTOR certifies as follows: “CONTRACTOR certifies that a motor vehicle will not be used in the performance of any work or services under this agreement. If, however, CONTRACTOR does transport items under this Contract, or this Contract is amended to require any employees of CONTRACTOR to use a vehicle to perform services under the Contract, CONTRACTORunderstands that it must maintain and provide evidence of Automobile Liability Insurance providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000)per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of the CONTRACTOR.” 4. Umbrella or Excess Policies. A. CONTRACTOR may use Umbrella or Excess policies to provide the liability limits as required. This form of insurance will be acceptable provided that the Primary and Umbrella or Excess Policies shall provide all of the insurance coverage required, including but not limited to primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense obligations. Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided in the underlying primary policy. B. Any Umbrella or Excess insurance shall contain, or be endorsed to contain, a provision that it shall apply on a primary basis for the benefit of the CITY, and any insurance or self-insurance maintained by the CITY, its officials, employees, or volunteers shall be in excess of such umbrella or excess coverage and shall not contribute with it. No insurance policies maintained by the CITY, whether Primary or Excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the CONTRACTOR’S Primary and Excess liability policies are exhausted. 5. Workers’ Compensation Minimum Scope and Limits of Insurance Coverage. (Check the applicable provision.) __x__ Workers’ Compensation Insurance is required with statutory limits and Employers'Liability Insurance with limits of not less than one million dollars ($1,000,000). The

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 3 of 5 Workers' Compensation policy shall include a waiver of subrogation in favor of the CITY. CONTRACTOR agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY has received a waiver of subrogation endorsement from an insurer. ____ No work or services will be performed on or at CITY facilities or CITY Property. Therefore, a Workers’ Compensation waiver of subrogation in favor of the CITY is not required. ____ No Workers’ Compensation insurance is required, and by signing this Agreement, CONTRACTOR certifies as follows: “CONTRACTOR certifies that its business has no employees, and that it does not employ anyone, and is therefore exempt from the legal requirements to provide Workers' Compensation insurance. If, however, CONTRACTOR hires any employee during the term of this Agreement, CONTRACT understands that Workers’ Compensation with statutory limits and Employer’s Liability Insurance with a limit of not less than one million dollars ($1,000,000) is required. The Workers’ Compensation policy will include a waiver of subrogation in favor of the CITY.” 6. Professional Liability Minimum Scope and Limits of Insurance Coverage. Professional Liability Insurance providing coverage on a claims-made basis for errors and omissions, or malpractice with limits of not less than one million dollars ($1,000,000): ____ Is __x__ Is not [check one] required for this Agreement. A. If Professional Liability insurance is required:(1) The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. (2) Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract. (3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the CONTRACTOR must purchase “extended reporting” coverage for a minimum of three (3) years after completion of contract work. 7. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: A. CONTRACTOR’S insurance coverage, including excess insurance, shall be primary and non-contributory insurance as respects the CITY, its officials, employees, and volunteers. Any insurance or self-insurance maintained by the CITY, its officials, employees, or volunteers shall be in excess of CONTRACTOR’S insurance and shall not contribute with it.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 4 of 5 B. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the CITY, its officials, employees, or volunteers. C. Coverage shall state that CONTRACTOR’S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. D. The CITY will be provided with thirty (30) days written notice of cancellation or material change in the policy language or terms. 8. Waiver of Subrogation.CONTRACTOR hereby grants to the CITY a waiver of any right to subrogation which any insurer of CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance. CONTRACTOR agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY has received a waiver of subrogation endorsement from the insurer. 9. Acceptability of Insurance. Insurance shall be placed with insurers with a Bests’ rating of not less than A:VI. Self-insured retentions, policy terms or other variations that do not comply with the requirements of this Section must be declared to and approved by the CITY in writing prior to execution of this Agreement. 10. Verification of Coverage A. CONTRACTOR shall furnish the CITY with certificates and required endorsements evidencing the insurance required. The certificates and endorsements shall be forwarded to the CITY representative named in Exhibit A. Copies of policies shall be delivered to the CITY on demand. B. During the term of this Agreement, CONTRACTOR shall send insurance certificates and endorsements, including policy renewals, directly to: City of Sacramento c/o EXIGIS LLC P.O. Box 947 Murrieta, CA 92564 Insurance certificates also may be e-mailed to: [email protected] C. Certificate Holder must be listed as: City of Sacramento c/o Exigis LLC PO Box 947 Murrieta, CA 92564

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 5 of 5 D. The CITY may withdraw its offer of contract or cancel this Agreement if the certificates of insurance and endorsements required have not been provided prior to execution of this Agreement. The CITY may withhold payments to CONTRACTOR or cancel this Agreement if the insurance is canceled or CONTRACTOR otherwise ceases to be insured as required herein. 11. Subcontractors. CONTRACTOR shall require and verify that all sub-consultants and subcontractors maintain insurance coverage that meets the minimum scope and limits of insurance coverage specified in this Exhibit.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 1 of 10 EXHIBIT D GENERAL CONDITIONS 1. Independent CONTRACTOR. A. It is understood and agreed that CONTRACTOR (including CONTRACTOR’s employees) is an independent CONTRACTOR and that no relationship of employer-employee exists between the parties hereto for any purpose whatsoever. Neither CONTRACTOR nor CONTRACTOR’s assigned personnel will be entitled to any benefits payable to CITYemployees. CITY is not required to make any deductions or withholdings from the compensation payable to CONTRACTOR under the provisions of this Contract, and CONTRACTOR will be issued a Form 1099 for its services hereunder. As an independent CONTRACTOR, CONTRACTOR hereby agrees to indemnify and hold CITY harmless from any and all claims that may be made against CITY based upon any contention by any of CONTRACTOR’s employees or by any third party, including any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Contract or by reason of the nature and/or performance under this Contract. B. It is further understood and agreed by the parties that CONTRACTOR, in the performance of its obligations, is subject to the City’s control and direction as to the designation of tasks to be performed and the results to be accomplished under this Contract, but not as to the means, methods, or sequence used by CONTRACTOR for accomplishing the results. To the extent that CONTRACTOR obtains permission to, and does, use CITY facilities, space, equipment or support services in the performance of this Contract, this use will be at the CONTRACTOR’s sole discretion based on the CONTRACTOR’s determination that the use will promote CONTRACTOR’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Contract, the CITY does not require that CONTRACTOR use CITY facilities, equipment or support services or work in CITY locations in the performance of this Contract. As used in this Contract, "sole discretion" or "sole judgment" means that the party authorized to exercise its discretion or judgment may do so based on an unfettered assessment of its own interests, without considering how itsdecision affects the other party, and unconstrained by the implied covenant of good faith and fair dealing. C. If, in the performance of this Contract, any third persons are employed by CONTRACTOR, such persons will be entirely and exclusively under the direction, supervision, and control of CONTRACTOR. Except as otherwise provided in this Contract, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by CONTRACTOR. It is further understood and agreed that CONTRACTOR will issue W-2 or

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 2 of 10 1099 Forms for income and employment tax purposes for all CONTRACTOR’S assigned personnel and subcontractors. D. CONTRACTOR’S duties and services under this Contract do not include preparing or assisting the 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 the CITY. The CITY at all times retains responsibility for public contracting, including with respect to any subsequent phase of the project contemplated by this Contract. CONTRACTOR’s participation in the planning, discussions, or drawing of project plans or specifications is limited to conceptual, preliminary, or initial plans or specifications. CONTRACTOR shall cooperate with the CITY to ensure that all bidders for a subsequent contract on any subsequent phase of the project contemplated by this Contract have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONTRACTOR pursuant to this Contract. E. The provisions of this section will survive any expiration or termination of this Contract. Nothing in this Contract creates an exclusive relationship between CITY and CONTRACTOR. CONTRACTOR may represent, perform services for, or be employed by any additional persons or companies so long as CONTRACTOR does not violate the provisions of Section 5, below. 2. Licenses; Permits, Etc. CONTRACTOR represents and warrants that CONTRACTOR has, and shall maintain at all times during the term of this Contract at its sole cost and expense, all licenses, permits, qualifications, and approvals of any nature that are legally required for CONTRACTOR to practice its profession or fulfill the terms of this Contract, including a City Business Operations Tax Certificate and any required certification issued by the California Secretary of State. 3. Time. Time is off the essence in the performance of this Contract. CONTRACTOR shall devote the necessary time and effort to its performance under this Contract. Neither party will be considered in default of this Contract, to the extent that party’s performance is prevented or delayed by any cause, present or future, that is beyond the reasonable control of that party. 4. CONTRACTOR Not Agent. Except as CITY may specify in writing, CONTRACTOR and CONTRACTOR’S personnel have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR and CONTRACTOR’S personnel shall have no authority, express or implied, to bind CITY to any obligations whatsoever. 5. Conflicts of Interest. CONTRACTOR covenants that neither it, nor any officer or principal of its firm, has or will acquire any interest, directly or indirectly, that would conflict in any manner with the CITY’S interests or that would in any way hinder CONTRACTOR’S performance under this Contract. CONTRACTOR further covenants that in the performance of this Contract, no person having any such interest will be employed by it as an officer, employee, agent or subcontractor, without the CITY’S written consent. CONTRACTOR agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the CITY’S interests during the performance of this Contract. If CONTRACTOR is or employs

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 3 of 10 a former officer or employee of the CITY, CONTRACTOR and any former City officer or employeeshall comply with the provisions of Sacramento City Code Section 2.16.090 pertaining toappearances before the City Council or any CITY department, board, commission, or committee. 6. Hazardous Substances. "Hazardous Substances" means any substance, material, waste, or other pollutant or contaminant that is or becomes designated, classified, or regulated as hazardous or toxic under any law, regulation, rule, order, decree, or other governmental requirement now in effect or later enacted. If CONTRACTOR is shipping Hazardous Substances,CONTRACTOR must supply a Safety Data Sheet ("SDS") with the first shipment of HazardousSubstances to each City location receiving the Hazardous Substances. If the content of an SDS is revised, CONTRACTOR must provide a revised SDS to each CITY location receiving Hazardous Substances. 7. Confidentiality of CITY Information. During performance of this Contract, CONTRACTOR may gain access to and use CITY information regarding inventions, machinery, products, prices, apparatus, costs, discounts, future plans, business affairs, governmental affairs, processes, trade secrets, technical matters, systems, facilities, customer lists, product design, copyright, data, and other vital information (hereafter collectively referred to as “City Information”) that are valuable, special and unique assets of the CITY. CONTRACTOR agrees to protect all City Information and treat it as strictly confidential, and further agrees that CONTRACTOR shall not at any time, either directly or indirectly, divulge, disclose or communicate in any manner any City Information to any third party without the CITY’S prior written consent. In addition, CONTRACTOR must comply with all CITY policies governing the use of the CITY network and technology systems, as set forth in applicable provisions of the City of Sacramento Administrative Policy Instructions # 30. A violation by CONTRACTOR of this section is a material violation of this Contract and shall justify legal and equitable relief. 8. CONTRACTOR Information. A. CITY shall have full ownership and control, including ownership of any copyrights, of all information prepared, produced, or provided by CONTRACTOR under this Contract. In this Contract, the term “information” means and includes: any and all work product, submittals, reports, plans, specifications, and other deliverables consisting of documents, writings, handwritings, typewriting, printing, photostatting, photographing, computer models, and any other computerized data and every other means of recording any form of information, communications, or representation, including letters, works, pictures, drawings, sounds, or symbols, or any combination thereof. CONTRACTOR shall not be responsible for any unauthorized modification or use of such information for other than its intended purpose by CITY. B. CONTRACTOR shall fully defend, indemnify and hold harmless CITY, its officers and employees, and each of them, from and against any and all claims, actions, lawsuits or other proceedings alleging that all or any part of the information prepared, produced, or

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 4 of 10 provided by CONTRACTOR under this Contract infringes upon any third party’s trademark, trade name, copyright, patent or other intellectual property rights. CITY shall make reasonable efforts to notify CONTRACTOR not later than ten days after CITY is served with any such claim, action, lawsuit or other proceeding. However, City’s failure to provide notice within the ten-day period does not relieve CONTRACTOR of its obligations hereunder, which survive any termination or expiration of this Contract. C. All proprietary and other information received from CONTRACTOR by CITY, whether received in connection with CONTRACTOR’s proposal to CITY or in connection with CONTRACTOR’s performance, will be disclosed upon receipt of a request for disclosure, in accordance with the California Public Records Act; provided, however, that, if any information is set apart and clearly marked “trade secret” when it is provided to CITY, CITY shall give notice to CONTRACTOR of any request for the disclosure of such information. The CONTRACTOR will then have five days from the date it receives notice to petition the court for a protective order to prevent the disclosure of the information.The CONTRACTOR shall have sole responsibility for defense of the actual “trade secret” designation of such information. D. The parties understand and agree that any failure by CONTRACTOR to respond to the notice provided by CITY and seek a protective order, in accordance with the provisions of subsection C, above, constitutes a complete waiver by CONTRACTOR of any rights regarding the information designated “trade secret” by CONTRACTOR, and the information will be disclosed by CITY in accordance with the Public Records Act. 9. Notification of Material Changes in Business. CONTRACTOR agrees that if it experiences any material changes in its business, including a reorganization, refinancing, restructuring, leveraged buyout, bankruptcy, name change, or loss of key personnel, it will immediately notify the City of the changes. CONTRACTOR also agrees to immediately notify the City of any condition that may jeopardize the scheduled delivery or fulfillment of CONTRACTOR's obligations to the City under this Contract. 10. Standard of Performance. CONTRACTOR shall perform in the manner and according to the standards currently observed by a competent practitioner of CONTRACTOR’S profession in California and in compliance with all requirements of this Contract. All products that CONTRACTOR delivers to CITY under this Contract must be prepared in a professional manner and conform to the standards of quality normally observed by a person currently practicing in CONTRACTOR’s profession. CONTRACTOR shall assign only competent personnel to perform on its behalf under this Contract. CONTRACTOR must notify the CITY in writing of any changes in CONTRACTOR’s staff assigned to perform under this Contract, before any performance by the new staff member. If the CITY, in its sole discretion, determines that any person assigned by the CONTRACTOR to perform under this Contract is not performing in accordance with the standards required herein, CITY shall provide notice to CONTRACTOR. CONTRACTOR shall immediately remove the assigned person upon receipt of the notice.

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11. Performance or Different Terms and Conditions. The CITY’S subsequent performance will not be construed as either acceptance of additional or different terms and conditions or a counteroffer by the CONTRACTOR, nor will the CITY’S subsequent performance be viewed as acceptance of any provision of the Uniform Commercial Code, as adopted by any State, that is contrary to the terms and conditions contained herein. CONTRACTOR's performance shall conform to the applicable requirements of the Sacramento City Charter, Sacramento City Code, and all applicable State and Federal laws, and all the requirements of this Contract. The California Commercial Code will apply except as otherwise provided in the Contract. 12. Emergency/Declared Disaster Requirements. If an emergency is declared by the City Manager, or if any portion of the CITY is declared a disaster area by the county, state or federal government, this Contract may be subjected to increased usage. The CONTRACTOR shall serve the CITY during a declared emergency or disaster, subject to the same terms and conditions that apply during non-emergency / non-disaster conditions. The pricing set forth in this Contract will apply, without mark-up, regardless of the circumstances. If the CONTRACTOR is unable to fulfill the terms of the Contract because of a disruption in its chain of supply or service, then the CONTRACTOR shall provide proof of the disruption. Acceptable forms of proof will include a letter or notice from the CONTRACTOR'S source stating the reason for the disruption. 13. Term; Suspension; Termination.A. This Contract is effective on the Effective Date and continues in effect until both parties have fully performed their respective obligations under this Contract, unless sooner terminated as provided herein. B. CITY shall have the right at any time to suspend CONTRACTOR’S performance hereunder, in whole or in part, by giving a written notice of suspension to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shall immediately suspend its activities under this Contract, as specified in the notice. C. The CITY shall have the right to terminate this Contract at any time by giving a written notice of termination to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shall immediately cease performance under this Contract as specified in the notice. If the CITY terminates this Contract: (1) CONTRACTOR shall, not later than five days after receipt of the notice, deliver all information prepared under this Contract to the City. (2) The CITY shall pay CONTRACTOR the reasonable value of Goods or Services provided by CONTRACTOR before termination; provided, however, CITY shall not in any manner be liable for lost profits that might have been made by CONTRACTOR had the Contract not been terminated or had CONTRACTOR completed performance required by this Contract. CONTRACTOR shall furnish to the CITY any financial information requested by the City to determine the reasonable value of the Goods or Services provided by CONTRACTOR. The

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 6 of 10 foregoing is cumulative and does not affect any right or remedy that CITY may have in law or equity. 14. Default by CONTRACTOR. In case of default by the CONTRACTOR, the CITY reserves the right to procure the Goods or Services from other sources and deduct from any monies due, or that may thereafter become due to the CONTRACTOR, the difference between the price named in this Contract and the actual cost to the City to procure from an alternate source. Prices paid by the CITY will be considered the prevailing market price at the time such purchase is made. 15. Indemnity. A. Indemnity: CONTRACTOR shall defend, hold harmless, and indemnify City, its officers, and employees, and each and every one of them, from and against all actions, damages, costs, liabilities, claims, demands, losses, judgments, penalties, and expenses of every type and description, whether arising on or off the site of the work or services performed under this Contract, including any fees and costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Liabilities”), including Liabilities for personal injury or death, damage to personal, real, or intellectual property, damage to the environment, contractual or other economic damages, or regulatory penalties, arising out of or in any way connected with performance of or failure to perform this Contract by CONTRACTOR, any subcontractor (including lower-tier subcontractors) or agent of CONTRACTOR, their respective officers and employees, and anyone else for whose acts of omissions any of them may be liable, whether or not the Liabilities (i) are caused in part by a party indemnified hereunder, or (ii) are litigated, settled, or reduced to judgment; provided that the foregoing indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, damage, or expense, to the extent arising from the active negligence or willful misconduct of, or defects in design furnished by, City, its agents, servants, or independent CONTRACTORs who are directly responsible to City, except when such agents, servants, or independent CONTRACTORs are under the supervision and control of CONTRACTOR or any subcontractor (including lower-tier subcontractors) or agent of CONTRACTOR. B. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Contract will not affect or limit any of City’s rights under this Section, nor will the limits of any insurance limit the liability of CONTRACTOR hereunder. This Section will not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of the CONTRACTOR Information Section, above. C. Survival. The provisions of this section will survive any expiration or termination of this Contract.

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16. Funding Availability. A. This Contract is subject to the budget and fiscal provisions of the Charter and the Sacramento City Code.B. The CITY’S payment obligation under this Contract will not exceed the amount of funds appropriated and approved for this Contract by the Sacramento City Council. C. This Section shall govern over any other contrary provision of the Contract. 17. Equal Employment Opportunity. During the performance of this Contract, CONTRACTOR, for itself, its assignees and successors in interest, agrees as follows: A. Compliance With Regulations: CONTRACTOR shall comply with all state, local, and federal anti-discrimination laws and regulations, including the Executive Order 11246 entitled “Equal Opportunity in Federal Employment”, as amended by Executive Order 11375, 12086, and 13672, and as supplemented in Department of Labor regulations (41 CFR Chapter 60), referred to collectively as the “Regulations.” B. Nondiscrimination: CONTRACTOR, with regards to the work performed by it after award and before completion of the work under this Contract, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. CONTRACTOR shall not participate either directly or indirectly in discrimination prohibited by the Regulations. C. Solicitations for subcontractors, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiations made by CONTRACTOR for work to be performed under any subcontract, including all procurement of materials or equipment, each potential subcontractor or supplier shall be notified by CONTRACTOR of CONTRACTOR’S obligation under this Contract and the Regulations relative to nondiscrimination on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation. D. Information and Reports: CONTRACTOR shall provide all information and reports required by the Regulations, or by any orders or instructions issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the CITY to be pertinent to ascertain compliance with the Regulations, orders and instructions. Where any information required of CONTRACTOR is in the exclusive possession of another who fails or refuses to furnish this information, CONTRACTOR shall so certify to the CITY, and shall set forth what efforts it has made to obtain the information.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 8 of 10 E. Sanctions for Noncompliance: In the event of noncompliance by CONTRACTOR with the nondiscrimination provisions of this Contract, the CITY shall impose any sanctions it determines are appropriate including: (1) Withholding of payments to CONTRACTOR under this Contract until CONTRACTORcomplies; (2) Cancellation, termination, or suspension of this Contract, in whole or in part. F. Incorporation of Provisions: CONTRACTOR shall include the provisions of subsections A through E, above, in every subcontract, including procurement of materials and leases of equipment, unless exempted by the Regulations, or by any order or instructions issued pursuant thereto. The CITY may direct CONTRACTOR to take specific actions to enforce these provisions, including sanctions for noncompliance; provided, however, that ifCONTRACTOR becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, CONTRACTOR may request that the CITY join such litigation to protect the CITY’S interests. 18. Entire Agreement. This Contract, including all Exhibits and documents referenced herein, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had before the execution of this Contract. No alteration to the terms of this Contract shall be valid unless approved in writing by CONTRACTOR, and by CITY, in accordance with applicable provisions of the Sacramento City Code. 19. Modification of Contract. The CONTRACTOR shall take no direction from any City employee that changes the executed terms and conditions of the Contract, including Exhibit A, or any change that impacts the cost, price, or schedule, before receiving a written, signed modification to the Contract. 20. Severability. If a court with jurisdiction rules that any portion of this Contract or its application to any person or circumstance is invalid or unenforceable, the remainder of this Contract will not be affected thereby and will remain valid and enforceable as written, to the greatest extent permitted by law. 21. Waiver. Neither the CITY’s acceptance of, or payment for, any Goods or Services, nor any waiver by either party of any default, breach or condition precedent, will be construed as a waiver of any provision of this Contract, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. No waiver will be effective unless it is in writing and signed by the waiving party. 22. Governing Law. This Contract shall be governed, construed and enforced in accordance with the laws of the State of California, except that the rule of interpretation in California Civil Code section 1654 will not apply. Venue of any litigation arising out of this Contract will lie exclusively in the state trial court or Federal District Court located in Sacramento County in the State of California, and the parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.

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23. Assignment Prohibited. The expertise and experience of CONTRACTOR are material considerations for this Contract. CITY has a strong interest in the qualifications and capability of the persons and entities that will fulfill the obligations imposed on CONTRACTOR under this Agreement. In recognition of this interest, CONTRACTOR shall not assign any right or obligation pursuant to this Contract without the written consent of the CITY. Any attempted or purported assignment without CITY’s written consent shall be void and of no effect. 24. Binding Effect. This Contract is binding on the heirs, executors, administrators, successors and assigns of the parties, subject to the provisions of Section 23, above. 25. Compliance with Laws. The CONTRACTOR shall be responsible for strict compliance with all applicable laws, regulations, court orders and other legal requirements applicable to the work to be accomplished under the Contract, including the California Occupational Safety and Health Act and all applicable safety orders issued by the Division of Occupational Safety and Health, Department of Industrial Relations, State of California, and all applicable requirements of Underwriters Laboratories and the Federal Communication Commission. 26. Debarment Certification A. Pursuant to 2 CFR, Part 200, and applicable Executive Orders, the City is restricted in its ability to contract with certain parties that are debarred, suspended, or otherwise excluded or ineligible for participating in Federal assistance programs or activities. By signing this Agreement, CONTRACTOR warrants and certifies under penalty of perjury under the laws of the State of California that CONTRACTOR, including any owner, partner, director, officer, or principal of the CONTRACTOR, or any person in a position with management responsibility or responsibility for the administration of federal funds: (1) Is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal or state department/agency; (2) Has not within a three-year period preceding this certification been convicted of or had a civil judgment rendered against it for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public transaction or contract (federal, state, or local); violation of federal or state antitrust statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, receiving stolen property, or other criminal felony; (3) Is not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (b) above; or (4) Has not, within a three-year period preceding this certification, had one or more public contracts (federal, state, or local) or transactions terminated for cause or default.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 10 of 10 (5) Has not been notified, within a three-year period preceding this certification, been notified of any delinquent Federal taxes in an amount that exceeds $3,500 for which the liability remains unsatisfied. Federal taxes are considered delinquent if the tax liability has been finally determined and the taxpayer is delinquent in making payment, as defined in Section 52.209-5 of the Federal Acquisition Regulations. B. CONTRACTOR further warrants and certifies that it shall not knowingly enter into any transaction with any subcontractor, material supplier, or vendor who is debarred, suspended, declared ineligible, or voluntarily excluded from covered transactions by any federal or state department/agency. Any exceptions to the warranties and certifications in this Section must be disclosed to the CITY. C. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining CONTRACTOR’S responsibility. Disclosures must indicate to whom exceptions apply, the initiating agency, and dates of action. D. City will review the Federal Government’s System for Award Management Exclusions maintained by the General Services Administration for eligibility, prior to the execution of this Agreement. The CONTRACTOR shall provide immediate written notice to the City if, at any time prior to execution, the CONTRACTOR learns this certification is erroneous or has become erroneous by reason of changed circumstances. If it is later determined that the CONTRACTOR’S warranties and certification in this Section were erroneous, the CITY may terminate this Agreement for default.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit E - Page 1 of 2 EXHIBIT EADDITIONAL REQUIREMENTS FOR SURVEYING, MATERIAL TESTING, AND INSPECTION SERVICES The Services provided under this Contract include land surveying, material testing, or inspection services provided for a CITY construction project during the design, pre-construction, construction, or post-construction phases of the project. Therefore, the services include “Public Work” under the California Labor Code and is subject to the following requirements: A. Payment of Prevailing Wages: CONTRACTOR and any subcontractor(s) performing any Public Work shall comply with the provisions of Sacramento City Code Section 3.60.180 and applicable provisions of the California Labor Code, which require, among other things, that CONTRACTOR and all subcontractors pay not less than the prevailing rate of wages, as determined by the Director of the California Department of Industrial Relations (“DIR”) in accordance with California Labor Code Section 1773. CONTRACTOR and every subcontractor shall maintain payroll records and submit certified payrolls and other labor compliance documentation electronically when and as required by CITY. In addition, Labor Code Section 1771.4 requires the CONTRACTOR and any subcontractor performing any Public Work to furnish electronic payroll records directly to the Labor Commissioner. CONTRACTOR shall include these requirements in every subcontract. This Agreement is subject to compliance monitoring and enforcement by the DIR, as specified in California Labor Code Section 1771.4. The CONTRACTOR and any subcontractor will be subject to withholding and penalties for violation of prevailing wage requirements in accordance with applicable law, including Labor Code Sections 1726, 1741, 1771.5, and 1775, and City Code Section 3.60.180. Questions regarding the CITY’SLabor Compliance Program should be directed to the City Representative. B. DIR Registration: California Labor Code Section 1725.5 requires the CONTRACTOR and all subcontractors performing Public Works services to be currently registered with the DIR, as specified in California Labor Code Section 1725.5. California Labor Code Section 1771.1 provides that a CONTRACTOR or subcontractor shall not be qualified to bid on, be listed in a bid proposal (subject to the requirements of Section 4104 of the California Public Contract Code), or engage in the performance of any contract for Public Work, unless currently registered and qualified to perform Public Work in accordance with California Labor Code Section 1725.5. Further information can be found on DIR’s website at http://www.dir.ca.gov/Public-Works/contractors.html. The above summary is provided solely for informational purposes and does not in any way affect the CONTRACTOR’s and subcontractors’obligation to comply in all respects with all other applicable laws and regulations. The CONTRACTOR shall disseminate these provisions to all subcontractors. Before the performance of work by CONTRACTOR or any subcontractor(s) under this Contract, CONTRACTOR shall furnish CONTRACTOR’S and any subcontractors’ current

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit E - Page 2 of 2 DIR registration number(s). The CONTRACTOR’s current DIR registration number and the current DIR registration number of all subcontractors will be listed on the Subcontractors and LBE Participation Verification Form, incorporated herein. To be completed by the City Representative if this Agreement is for the performance of any Public Work: CONTRACTOR DIR registration #: _________________________________________C. Workers’ Compensation Certification. In accordance with California Labor Code Section 1861, by signing this Contract, CONTRACTOR acknowledges and represents that CONTRACTOR is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and that CONTRACTOR will comply with the provisions of the Labor Code before commencing performance under this Contract. D. Apprentices. If this Contract is for the performance of any Public Work, and the amount of the Contract is $30,000 or more, the CONTRACTOR and any subcontractors performing any Public Work under this Contract must comply with and be subject to enforcement under, the provisions of Sacramento City Code Section 3.60.190, Section 1777.5 et seq. of the California Labor Code, and implementing regulations set forth in Title 8 of the California Code of Regulations, governing the employment of apprentices. The CONTRACTOR and any subcontractors performing Public Work will be subject to penalties for apprenticeship violations in accordance with Labor Code Section 1777.7. E. Working Hours. If this Contract is for the performance of any Public Work, CONTRACTORand any subcontractors performing any Public Work under this Contract must comply with and be subject to enforcement under, the provisions of Sacramento City Code Section 3.60.180 and California Labor Code Section 1810 et seq., governing the working hours of employees performing Public Work.F. Failure to Comply with Labor Compliance. If all applicable labor compliance requirements are not met, the City will have the right to withhold or reject a payment request and/or invoice, in whole or in part, without in any way relieving CONTRACTOR or its subcontractors of any obligations under this Contract. G. Subcontractors. The CONTRACTOR shall include these provisions A through F in every subcontract or sub-agreement for any subcontractors performing work under this Contract.

1 Attachment 1 to Exhibit A Scope of Services & Payment Healthy Forum for the Greater Sacramento Region d.b.a. Community HealthWorks Overview The CITY’s Street-to-Housing pilot program (the “Program”) aims to close the homeless encampment along the Sacramento Northern Parkway from El Camino Avenue to Altos Avenue to Arcade Creek by relocating individuals into permanent housing with supportive services. Through the Program, up to 100 households will be assisted directly from the encampment into housing using a strategy whereby people experiencing unsheltered homelessness are provided with housing location services, rental assistance and case management services to stabilize and transition into permanent housing. CONTRACTOR will provide the housing location, landlord engagement and housing stabilization case management for 100 households as part of the Program. CONTRACTOR is a regional leader in developing, deploying and operating effective programs that advance community, social and economic health, and in particular for individuals experiencing homelessness. CONTRACTOR’s program leadership has extensive experience in the design and implementation of field-based programs that are evidence-based, aligned with the Sacramento Community Standards – a community-wide set of standards for homelessness prevention and assistance programs, and deliver results. CONTRACTOR understands and acknowledges that the Program is funded with grant money from the State of California’s (“State”) Encampment Resolution Funding Program (“ERF Program”). Accordingly, in performing the Services specified in this Attachment 1 to Exhibit A, CONTRACTOR must comply with the following related to the State’s ERF Program: (i) all applicable State laws and regulations; (ii) all terms and conditions of the City’s contract with the State; (iii) ERF Program guidance or directives issued by the State’s Housing and Community Development Department (“HCD”); (iv) terms of the State’s Notice of Financial Availability (“NOFA”) under which the City applied for ERF funding; (v) representations contained in the City’s application for ERF funding; (vi) the “Purpose of the ERF Program” as outlined by the State; and (vii) any additional State requirements issued for the ERF Program (whether such State requirements are in effect now or issued at a later date). Compliance with the foregoing ERF Program obligations includes without limitation CONTRACTOR’s compliance with any State obligations regarding records retention, reporting, fiscal deadlines, or audits. The City’s contract with the State for Encampment Resolution Funding is included as Attachment 2 to Exhibit A of this Contract. Services to be Provided Landlord Engagement/Housing Location Services 1. Landlord Engagement. a. Identify and contact landlords, property managers, and real estate professionals to introduce the Program and its benefits. 2 b. Conduct housing inspections per the City’s Rental Housing Inspection Program (“RHIP”) - General Inspection checklist for properties that are not already registered with the City’s RHIP. c. Encourage recruiting properties that are within HUD’s 2025 Fair Market Rent guidelineswhere available. 2. Landlord Incentive Management. a. Manage landlord incentive program (up to $2,000 per unit) to attract landlord participation (e.g., signing bonuses, risk mitigation funds, or expedited lease processing) and hold units for the Program. b. Monitor the effectiveness of incentive programs and make recommendations for improvements. 3. Education and Training. a. Educate landlords on the benefits of participating in rental assistance or housing support programs. 4. Support and Mediation. a. Serve as a point of contact for landlords, addressing concerns and providing resources. b. Mediate conflicts between tenants and landlords to ensure positive and sustainable outcomes. 5. Tenant Placement and Support. a. Collaborate with case managers and outreach team to match tenants with appropriate housing opportunities. b. Facilitate communication between the Program team and landlords during the lease-up process. This includes: i. Negotiating rental rates. ii. Negotiating tenant selection criteria and documentation requirements including use of reasonable accommodations. iii. Inspecting units utilizing the City RHIP checklist. iv. Negotiating the use of landlord incentives. v. Troubleshooting issues with property managers and leasing office staff. vi. Educating case managers on best practices for working with landlords. c. Maintain regular contact with properties/landlords post-lease up to: i. Troubleshoot tenant issues with property managers. ii. Support the property to connect with case managers. iii. Assist properties to avoid eviction including the use of mutual recissions when necessary. iv. Collect feedback from properties to enhance recruitment and retention. 6. Data Collection and Reporting. a. Maintain records of landlord contacts, incentives administered, and available units for program. 3 b. Enter all required services and/or documents into HMIS. c. Comply with any State ERF requirements for records retention and reporting. 7. Collaboration. a. Work in a team structure with outreach, housing case managers, and City staff. b. Maintain a list of available properties and make the list available to the Outreach and Engagement team. c. Participate in daily briefings during the encampment engagement process and weekly stabilization work group meetings to educate case managers and proactively troubleshoot tenancy issues, as needed. 8. Key Performance Indicator. a. Deliver and lease the required number of units in the Program timeline per month. The required number of leased units will be established by the City. Housing Stabilization Case Management Services 1. Assessment and Housing Stabilization Plan. a. Develop an individualized and long-term housing stabilization plan for the Program including identifying barriers and include short-and long-term goals for each barrier. b. Develop an individualized and long-term budget plan for the Program, including opportunities to increase income through employment or disability assistance. c. Provide assistance in connecting with behavioral and physical healthcare services and eviction prevention as needed. 2. Caseload and Case Management. a. Maintain a minimum caseload of 20 households as assigned by City leads. A family (independent of how many members) will count as one household. b. Provide weekly, in-person, home-based case management services. c. Provide transportation assistance to clients as needed. d. Coordinate with the landlord engagement team and landlords on behalf of clients e. Case Managers are required to be present when a client signs the lease and assist with timely move-ins. i. Review the lease agreement with clients within one week of move-in, so the client understands and will follow rules and expectations. f. Liaise with other service providers and community partners to increase stabilization supports for clients. g. Advocacy and linkage with community resources (including but not limited to CalAIM, local CoC, CalFresh, SSI, BH/SUD services, legal services, and other critical services) to prevent eviction when housing is or may potentially become jeopardized. 3. Data Collection and Reporting. a. Complete timely HMIS program enrollments. 4 b. Record case documentation, which includes, but is not limited to, telephone calls/emails, attempts to make contact, and client face-to-face interactions. Documentation should be detailed and clearly inputted into the client’s case record in HMIS. c. Comply with any State ERF requirements for records retention and reporting. 4. Collaboration. a. Work in a team structure with outreach, landlord engagement, and City leads to assist clients at the encampment site and maintain services to clients for the duration of their rapid rehousing program, typically 12 months but up to 24 months. b. Participate in daily briefings during the encampment engagement process and continued weekly stabilization work group meetings to account for client progress and receive supports from peers and leadership to help clients stabilize, transition at the end of the Program to positive exits and avoid returning to homelessness. c. Liaise with other service providers and community partners as a pathway to increase stabilization for clients. d. Act as point of contact for Coordinated Entry, landlord engagement staff, and outside partners. e. Adhere to the extent possible the most up to date version of the Coordinated Entry Policies and Continuum of Care Standards. 5. Key Performance Indicators. a. Facilitate timely Program enrollment and client lease up. b. By the end of the Program, 80% of assisted households will remain housed and avoid a return to homelessness. c. By the end of the Program, 20% of households will increase income. Program Timeline 1. Kick-off project – January 30-31, 2025 in Sacramento 2. Housing location/landlord engagement – February 2025 through June 2027 3. Housing stabilization case management – February 2025 through June 2027 4. Ensure 100% expenditure of program funds by June 30, 2027 Payment CONTRACTOR shall submit invoices for Services to the City on a monthly basis in accordance with the provisions of Exhibit B of the Contract. All payments under this Contract will be made on a reimbursable basis per Exhibit B of the Contract, except that the City will issue one advance payment not-to-exceed $100,000 for 50% of the landlord incentive funds within 30 days following execution of the Contract. CONTRACTOR must provide proof of expenditure on advanced funding through monthly invoicing until advanced funding is exhausted. If CONTRACTOR spends the advanced funds for any purpose not authorized by the Contract, CONTRACTOR will be required to reimburse the City for the amount of such unauthorized expenditures and City may collect such reimbursement by deducting the 5 unauthorized amounts from future payments under the Contract to the CONTRACTOR. For payments on a reimbursable basis, CONTRACTOR will be paid on an hourly rate, based on the rates specified below. Payments to CONTRACTOR will be broken down as follows: Description Amount Staffing Landlord Engagement Staff $84,500.00 Project Manager (Supervisor) $207,870.00 Case Managers/CHWs $735,488.00 Director/VP (Senior Management)$63,750.00 Subtotal $1,091,608.00 Landlord Incentives Amount funded by the City to be paid directly to landlords $200,000.00 Subtotal $200,000.00 Other Costs Admin (NOT TO EXCEED 5%) $64,580.40 TOTAL $1,356,188.40 In addition to the funds provided by the CITY, CONTRACTOR will also utilize $372,271.21 of other funding for Program services, such as staffing and other costs including office expenses, mileage and parking, equipment, supplies and materials. CONTRACTOR’s hourly rates are as follows: Job Title Hourly Rate Range with Benefits Case Manager (Community Health Worker) $32.50-$40.30 Landlord Engagement Liaison $37.70-$45.50 Project Manager $48.10-$63.70 Senior Management $65.00-$156.00

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Page1 of 3 CONTRACT #: PRC003348CONTRACT NAME: ERF Rent Administration CONTRACT PROJECT #: G02610610DEPARTMENT: Office of Innovation and Economic Development DIVISION: Housing CITY OF SACRAMENTOPROFESSIONAL SERVICES AGREEMENT* THIS CONTRACT (“Contract” or “Agreement”) is made at Sacramento, California, by and between the CITY OF SACRAMENTO, a charter city and municipal corporation (“CITY”), and Housing Connector 1301 5th Ave Suite 1500 Seattle, WA 98101 (720) 794-3825 [email protected] (“CONTRACTOR”), as of the Effective Date, as defined below. The City and CONTRACTOR agree as follows: 1. Effective Date. This Contract shall be effective beginning 1/28/2025. 2. Contract Documents. All exhibits and documents attached or referred to in this Contract are incorporated as if set forth herein, Including Exhibit A (titled “Scope of Services”) and Exhibit B (titled “Payment”). If there is a conflict between the terms and conditions of any document prepared or provided by the CONTRACTOR and made a part of this Contract and the other terms or conditions of the Contract, the other terms and conditions of the Contract control. 3. Services. Subject to the terms and conditions set forth in this Contract, CONTRACTOR shall provide to CITY the services described in Exhibit A (“Services”). CONTRACTOR will not be compensated for services outside the scope of Exhibit A (“Additional Services”) unless, before providing Additional Services: (a) CONTRACTOR notifies CITY and CITY agrees that the Additional Services are outside the scope of Exhibit A; (b) CONTRACTOR estimates the additional compensation required for these Additional Services; and (c) CITY, after notice, approves in writing a Supplemental Contract specifying the Additional Services and the amount of additional compensation to be paid CONTRACTOR. CITY will have no obligations whatsoever under this Contract or any Supplemental Contract, unless and until this Contract or any Supplemental Contract is approved by the City as required ___________________________ * This form is to be used for all professional services, except services performed by architects, landscape-architects, professional engineers, or professional land surveyors, or services related to a construction project.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Page3 of 3 The Ban-The-Box Requirements are applicable to certain contracts with the CITY in an amount of $250,000 or more (either initial value or total value after amendment) or if the total value ofall CONTRACTOR's contracts with the City is $250,000 or more over a 12-month period. CONTRACTOR acknowledges and represents that CONTRACTOR has read and understands these requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.62. If requested by CITY, CONTRACTOR shall promptly provide any documents andinformation required by CITY to verify CONTRACTOR's compliance. CONTRACTOR shall requireapplicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.62 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.62. CONTRACTOR'S violation of Sacramento City Code chapter 3.62 constitutes a material breach of this Contract, for which the CITY may terminate the Contract and pursue all available legal and equitable remedies. 11. Local Business Enterprise Program. The Local Business Enterprise Program ParticipationRequirements ("LBE Participation Requirements") may be applicable to this Contract. A summaryof the requirements, entitled "LBE Participation Requirements," can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. CONTRACTOR acknowledges and represents that CONTRACTOR has read and understands these requirements and shall fully comply with all applicable requirements of Sacramento City Codechapter 3.60. If requested by CITY, CONTRACTOR shall promptly provide any documents andinformation required by CITY to verify CONTRACTOR's compliance. CONTRACTOR shall require applicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.60 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.60. CONTRACTOR's violation of Sacramento City Code chapter 3.60 constitutes a material breach of this Contract, for which the CITY may terminate the Contract and pursue all available legal and equitable remedies. 12. Authority. The person signing this Contract for CONTRACTOR represents and warrants that he or she has read, understands, and agrees to all the Contract terms and is fully authorized to sign this Contract on behalf of the CONTRACTOR and to bind the CONTRACTOR to the performance of the Contract’s obligations. [Signatures Page Following Exhibits] PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit A - Page 1 of 2 EXHIBIT A SCOPE OF SERVICES 1. Representatives. The CITY Representative for this Agreement is: Ya-yin Isle, City Housing Manager 915 I Street Sacramento, CA 95814 (916) 808-1869 [email protected] The CONTRACTOR Representative for this Agreement is: Bailee Lawrence, Project Manager – Strategic Partnerships and Initiatives 1301 5th Ave Suite 1500 Seattle, WA 98101 (720) 794-3825 [email protected] Unless otherwise provided in this Contract, all CONTRACTOR questions and correspondence pertaining to this Contract must be addressed to the CITY Representative. All CITY questions and correspondence must be addressed to the CONTRACTOR Representative. 2. Scope of Services. CONTRACTOR shall provide Services to CITY as set forth in Attachment 1 to this Exhibit A. 3. Time of Performance. The Services described in this Contract shall be provided for an initial 28-month term). The CITY may extend this Contract for up to 1 additional 6-month term, for a maximum 34-month term. CONTRACTOR shall provide the Services in accordance with any schedule in Attachment 1 to this Exhibit A. 4. Conflict of Interest Requirements. The individual(s) who will provide Services pursuant to this Contract are “Consultants” within the meaning of the Political Reform Act and the CITY’S Conflict of Interest Code. ____ yes __X__ no [check one] CONTRACTOR shall cause the following to occur within 30 days after execution of this Contract: (A) Identify the individuals who will provide Services or perform Work under this Contract as "Consultants"; and (B) Cause these individuals to file with the City Representative the "assuming office" statements of economic interests required by the CITY’S Conflict of Interest Code.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit B - Page 1 of 2 EXHIBIT B PAYMENT 1. CONTRACTOR’s Compensation. The total of all fees paid to the CONTRACTOR for the provision of Services as set forth in Exhibit A, including any authorized reimbursable expenses, shall not exceed the total sum of $4,200,000.. The payments specified in this Exhibit B shall be the only payments made to CONTRACTOR unless the CITY approves a Supplemental Contract. 2. Billable Rates. CONTRACTOR shall be paid for the performance of Services on an hourly rate, daily rate, flat fee, lump sum, or other basis, as set forth in Exhibit A or Attachment 1 to this Exhibit B and any applicable special provisions included in the request for bids or proposals. If there is a conflict between Exhibit A or Exhibit B and the Special Provisions, Exhibit A or Exhibit B controls. 3. CONTRACTOR’s Reimbursable Expenses. “Reimbursable Expenses” are limited to actual expenditures of CONTRACTOR for expenses that are necessary for the proper satisfaction of the Contract and are only payable if specifically authorized in advance in writing by the CITY. No charges or markup will be allowed unless specified in the Contract, including charges for travel and transportation. 4. Payments to CONTRACTOR. CONTRACTOR is responsible for supplying all documentation necessary to verify invoices to the CITY’S satisfaction. A. Payments to CONTRACTOR shall be made within a reasonable time after receipt of CONTRACTOR’s invoice, in proportion to services performed or as otherwise specified in Attachment 1 to Exhibit B. CONTRACTOR may request payment on a monthly basis. CONTRACTOR shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of CITY. B. Invoices must be submitted to either of the addresses specified below. (1) Email. Submit email invoices and any attachments to: [email protected](2) Postal Mail. If emailing is not an option, mail to: A/P Processing CenterCity of Sacramento915 I Street, Floor 4 Sacramento, CA 95814-2608 C. All invoices submitted by CONTRACTOR must contain the following information: (1) Job/Project Name

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 2 of 5 ____ Automobile Liability Insurance is required providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of CONTRACTOR. The CITY, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects auto liability. __X__ No automobile liability insurance is required, and by signing this Agreement, CONTRACTOR certifies as follows: “CONTRACTOR certifies that a motor vehicle will not be used in the performance of any work or services under this agreement. If, however, CONTRACTOR does transport items under this Contract, or this Contract is amended to require any employees of CONTRACTOR to use a vehicle to perform services under the Contract, CONTRACTORunderstands that it must maintain and provide evidence of Automobile Liability Insurance providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000)per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of the CONTRACTOR.” 4. Umbrella or Excess Policies. A. CONTRACTOR may use Umbrella or Excess policies to provide the liability limits as required. This form of insurance will be acceptable provided that the Primary and Umbrella or Excess Policies shall provide all of the insurance coverage required, including but not limited to primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense obligations. Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided in the underlying primary policy. B. Any Umbrella or Excess insurance shall contain, or be endorsed to contain, a provision that it shall apply on a primary basis for the benefit of the CITY, and any insurance or self-insurance maintained by the CITY, its officials, employees, or volunteers shall be in excess of such umbrella or excess coverage and shall not contribute with it. No insurance policies maintained by the CITY, whether Primary or Excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the CONTRACTOR’S Primary and Excess liability policies are exhausted. 5. Workers’ Compensation Minimum Scope and Limits of Insurance Coverage. (Check the applicable provision.) __x__ Workers’ Compensation Insurance is required with statutory limits and Employers'Liability Insurance with limits of not less than one million dollars ($1,000,000). The

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit C - Page 3 of 5 Workers' Compensation policy shall include a waiver of subrogation in favor of the CITY. CONTRACTOR agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY has received a waiver of subrogation endorsement from an insurer. ____ No work or services will be performed on or at CITY facilities or CITY Property. Therefore, a Workers’ Compensation waiver of subrogation in favor of the CITY is not required. ____ No Workers’ Compensation insurance is required, and by signing this Agreement, CONTRACTOR certifies as follows: “CONTRACTOR certifies that its business has no employees, and that it does not employ anyone, and is therefore exempt from the legal requirements to provide Workers' Compensation insurance. If, however, CONTRACTOR hires any employee during the term of this Agreement, CONTRACT understands that Workers’ Compensation with statutory limits and Employer’s Liability Insurance with a limit of not less than one million dollars ($1,000,000) is required. The Workers’ Compensation policy will include a waiver of subrogation in favor of the CITY.” 6. Professional Liability Minimum Scope and Limits of Insurance Coverage. Professional Liability Insurance providing coverage on a claims-made basis for errors and omissions, or malpractice with limits of not less than one million dollars ($1,000,000): __x__ Is ____ Is not [check one] required for this Agreement. A. If Professional Liability insurance is required:(1) The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. (2) Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract. (3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the CONTRACTOR must purchase “extended reporting” coverage for a minimum of three (3) years after completion of contract work. 7. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: A. CONTRACTOR’S insurance coverage, including excess insurance, shall be primary and non-contributory insurance as respects the CITY, its officials, employees, and volunteers. Any insurance or self-insurance maintained by the CITY, its officials, employees, or volunteers shall be in excess of CONTRACTOR’S insurance and shall not contribute with it.

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 5 of 10

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 7 of 10

PROFESSIONAL SERVICES AGREEMENT Form Approved by City Attorney 1-30-2024 Exhibit D - Page 9 of 10

Attachment 1 to Exhibit A Scope of Services & Payment Housing ConnectorOverviewThe CITY’s Street-to-Housing pilot program (“Program”) aims to close the homeless encampment along the Sacramento Northern Parkway from El Camino Avenue to Altos Avenue to Arcade Creek by relocating individuals into permanent housing with supportive services. Through the Program, up to 100 households will be assisted directly from the encampment intohousing using a strategy whereby people experiencing unsheltered homelessness are provided with housing location services, rental assistance and case management services to stabilize and transition into permanent housing. CONTRACTOR will administer the rental and utility payments for 100 households as part of the Program. Drawing on extensive experience managing rental assistance payments across numerous markets, CONTRACTOR will ensure efficient, equitable, and accurate payment processing through its robust financial systems and specialized team. The Program also includes a Landlord Engagement Team and Case Management Team, separately contracted by the City with the organization Community Health Works (“CoHeWo”). CONTRACTOR and CoHeWo will work in close coordination and partnership on the Program. CONTRACTOR understands and acknowledges that the City’s Program is funded with grant money from the State of California’s (“State”) Encampment Resolution Funding Program (“ERF Program”). Accordingly, in performing the Services specified in this Attachment 1 to Exhibit A, CONTRACTOR must comply with the following related to the State’s ERF Program: (i) all applicable State laws and regulations; (ii) all terms and conditions of the City’s contract with the State; (iii) ERF Program guidance or directives issued by the State’s Housing and Community Development Department (“HCD”); (iv) terms of the State’s Notice of Financial Availability (“NOFA”) under which the City applied for ERF funding; (v) representations contained in the City’s application for ERF funding; (vi) the “Purpose of the ERF Program” as outlined by the State; and (vii) any additional State requirements issued for the ERF Program (whether such State requirements are in effect now or issued at a later date). Compliance with the foregoing ERF Program obligations includes without limitation CONTRACTOR’s compliance with any State obligations regarding records retention, reporting, fiscal deadlines, or audits. The CITY’s contract with the State for Encampment Resolution Funding is included as Attachment 2 to Exhibit A of this Contract. Services to be Provided CONTRACTOR will conduct the following payment process, including the steps identified, key information, and approach of each step necessary to making and maintaining ongoing rental and utility payments for 100 households as part of the City’s Program: 1. Onboard the Property – Once the move-in is finalized by the Program’s Landlord Recruitment Team, contracted with CoHeWo, they will submit the key property information to CONTRACTOR’s Payments Manager. This information will include, but is not limited to:
a. Primary contact details for the property b. Completed W-9 forms Upon receiving this information, CONTRACTOR’s Payments Manager will set up the property for payment processing in Bill.com, ensuring all necessary details are in place for timely and accurate payment handling. 2. Gather Lease Information – CONTRACTOR’s Payments Manager will gather lease information from the Landlord Recruitment Team and input the payment schedule into Bill.com. a. Move-In Costs/Rent i. CONTRACTOR will pay move-in costs (security deposit, pet deposits) immediately. ii. CONTRACTOR will pay pro-rated rent for the first month as a separate payment but with move-in costs. iii. CONTRACTOR will also pay any pet rent, which is separated out from regular lease rent and included in auto-payments if applicable. b. Utility Payments i. Each month, within the first week, the property management company will submit a ledger via the payments form, and CONTRACTOR will pay utility payments owed. ii. In some cases, the utility payments are pre-negotiated at a set fixed rate for CONTRACTOR to pay as recurring payments directly to the property management company. iii. CONTRACTOR will set-up an electric utility company business account and add each household and unit to the business account before move-in. 3. Maintain Ongoing Payments – CONTRACTOR will pay monthly rental payments on the 20th of every month before the due date. For example, rental payments due on March 5 will be paid by CONTRACTOR by February 20. This ensures any payment delays can be resolved prior to the due date. 4. Payment Issue Resolutions – To streamline the resolution of payment-related issues, properties are encouraged to use CONTRACTOR’s designated Payment Issue Resolution Form. This form allows property representatives to provide detailed information about their concerns, ensuring efficient tracking and resolution by CONTRACTOR. Form submissions are sent directly to CONTRACTOR’s Payments Manager who will address the issue within one business day from submission. 5. Collaboration with Landlord Engagement and Case Management Teams – CONTRACTOR has developed simple and efficient tooling for the CoHeWo Case Management and Housing Location Team to: a) initiate the payment process for a resident, b) inform the CONTRACTOR’s Payments Manager of payment issue, and c) make changes to a resident’s payment in the case of relocation or new lease terms. These tools have been extensively tested by CONTRACTOR and have proven effective in collecting data, making timely payments, and supporting resident stability. CONTRACTOR will ensure that the CoHeWo case managers will receive training and documentation on how to use these materials during the early stages of the Program. Adaptations may be made to ensure fast and efficient document sharing, communication, and problem resolution. 6. Property Relationship Management – For the scope of the Program, CONTRACTOR will rely on the CoHeWo Landlord Engagement Team as the primary contact with partnered properties. CONTRACTOR will support the CoHeWo Case Management Team as the payment processor. If payment issues arise, CONTRACTOR will interact directly with the property to resolve the issue in a timely manner and inform the Case Management Team of the outcome. CONTRACTOR has deep experience working directly with private market housing landlords and have developed partnerships with over 2,500 different properties in different markets. Property management has a high turnover rate, which can lead to knowledge attrition, requiring regular support and retraining to maintain continuity. Working in partnership with the CoHeWo Case Management Team, CONTRACTOR will proactively identify payment processing risks and work to address them ahead of time. 7. Documentation and Training Materials – CONTRACTOR will document all standard operating procedures following the initial kick-off workshop in the form of Service Level Agreements (SLA). CONTRACTOR will provide these SLAs to the Landlord Engagement Team, Case Management Team, and onboarded properties as appropriate. CONTRACTOR may also develop additional instructional videos, guides, or marketing materials based on discussion and agreement with the broader team. Program Timeline 1. Project Kick-Off – January 30-31, 2025 in Sacramento 2. Begin housing first participants – mid/late February 2025 3. Administer monthly payments – February 2025 through June 2027 4. Ensure 100% expenditure of Program funds by June 30, 2027 CONTRACTOR acknowledges that as the payment processor, the ability to spend down funds relies on the work of CoHeWo’s Landlord Engagement Team and Case Management Team. CONTRACTOR will work with these teams to develop clear processes for efficiency and set regular meetings to address bottlenecks in the system responsible for any delay towards outcomes. Key Performance Indicators 1. Payment Processing. a. CONTRACTOR must make rental/utility assistance payments within five (5) business days of participant move-in. i. CONTRACTOR must make rental and utility assistance payments within 5 days of participant’s move-in date provided the necessary information is submitted by the Landlord Engagement Team. Properties should sign-up for Bill.com ACH direct deposit within 3 business days of the participant signing a lease to ensure timely payments. b. CONTRACTOR’s timeliness of payments may be affected by the payment method selected by the property management (i.e. if checks are chosen as the payment method, it may take 5-7 business days for the payment to be received), but regardless, CONTRACTOR must ensure that rental and utility assistance payments are made by the deadlines set forth above in this Attachment 1 to Exhibit A. CONTRACTOR will ensure that rental/utility assistance payments are received by the property management company within the first 5 days of each month. i. CONTRACTOR will pay ongoing rental and utility assistance payments on the 20th of the previous month so that all payments are made before the first 5 days of the month. 2. Report Submissions. a. CONTRACTOR will leverage Salesforce, Tableau, QuickBooks, and Bill.com to ensure comprehensive data collection and reporting for its programs. These tools allow for precise and timely reports, including: i. Monthly payment summaries detailing the payment amount, date, and timing for each household. ii. Tenant specific reports with household details tied to payment records. b. Specific reports needed will be determined during the kick-off workshop. Reports will be made for invoice submissions. c. CONTRACTOR must comply with any State ERF requirements for records retention and reporting. Payment CONTRACTOR will be administering $4,000,000 of rental assistance, security deposits, and utility payments to landlords. CONTRACTOR’s fee for administering these payments is 5% and includes administrative costs for following CONTRACTOR team members: Payment Program Manager, Accounting Manager, Manager of Strategy and Growth, and VP of Strategy and Operations. CONTRACTOR shall submit invoices for Services to the CITY on a monthly basis in accordance with the provisions of Exhibit B of the Contract. All payments under this Contract will be made on a reimbursable basis per Exhibit B of the Contract, except that the CITY will issue one advance payment not-to-exceed $2,860,000 ($2,700,000 rental assistance plus $160,000 for security deposits) within 30 days following execution of this Contract. CONTRACTOR must provide proof of expenditure on advanced funding through monthly invoicing until advanced funding is exhausted. If CONTRACTOR spends the advanced funds for any purpose not authorized by the Contract, CONTRACTOR will be required to reimburse the CITY for the amount of such unauthorized expenditures and CITY may collect such reimbursement by deducting the unauthorized amounts from future payments under the Contract to the CONTRACTOR. For payments on a reimbursable basis, CONTRACTOR will be paid based on the rental payments made plus 5% of the payment amount for administering the payment.

Payments to CONTRACTOR will be broken down as follows: CategoryAmountDescriptionRent and Utility Assistance $3,800,000 100 householdsSecurity Deposits $200,000 100 householdsTOTAL Payments to Landlords $4,000,000 TOTAL Administrative Costs for CONTRACTOR - 5% $200,000 Rent administration services. These costs include wages and benefits.

Sacramento City CouncilJanuary 28, 2025

Sacramento City Council
January 28, 2025