Agenda packet — Mayor and City Council, December 6, 2023 (part 1 of 6)

Mayor and City Council of the City of San Bernardino Page 1

CITY OF SAN BERNARDINO

REVISED AGENDA

FOR THE

SPECIAL MEETINGS OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO,

MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO ACTING AS THE SUCCESSOR

AGENCY TO THE REDEVELOPMENT AGENCY, MAYOR AND CITY COUNCIL OF THE CITY OF SAN

BERNARDINO ACTING AS THE SUCCESSOR HOUSING AGENCY TO THE REDEVELOPMENT

AGENCY, AND MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO ACTING AS THE

HOUSING AUTHORITY, AND MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO

ACTING AS THE SAN BERNARDINO JOINT POWERS FINANCING AUTHORITY WEDNESDAY, DECEMBER 06, 2023
5:00 PM SPECIAL MEETING SESSION 1 6:00 PM SPECIAL MEETING SESSION 2 CLOSED SESSION IMMEDIATELY TO FOLLOW SESSION 2
FELDHEYM CENTRAL LIBRARY • SAN BERNARDINO, CA 92410 • WWW.SBCITY.ORG

COUNCIL MEMBER REYNOSO WILL BE PARTICIPATING REMOTELY FROM

HOLIDAY INN EXPRESS AND SUITES BALTIMORE
1510 AERO DR, LINTHICUM HEIGHTS, MD 21090
Theodore Sanchez Helen Tran Damon L. Alexander
COUNCIL MEMBER, WARD 1 COUNCIL MEMBER, WARD 7
MAYOR
Sandra Ibarra Charles A. Montoya
COUNCIL MEMBER, WARD 2 CITY MANAGER
Juan Figueroa Sonia Carvalho
COUNCIL MEMBER, WARD 3 CITY ATTORNEY
Fred Shorett Genoveva Rocha
MAYOR PRO TEM, WARD 4 CITY CLERK
Ben Reynoso
COUNCIL MEMBER, WARD 5
Kimberly Calvin
COUNCIL MEMBER, WARD 6
Welcome to a meeting of the Mayor and City Council of the City of San Bernardino.

PLEASE VIEW THE LAST PAGES OF THE AGENDA FOR PUBLIC

COMMENT OPTIONS, OR CLICK ON THE FOLLOWING
LINK: TINYURL.COM/MCCPUBLICCOMMENTS
Please contact the City Clerk's Office (909) 3845002 two working days prior to the meeting for any requests for reasonable accommodation, to include interpreters.

To view PowerPoint presentations, written comments, or any revised documents for this meeting date, use this link: tinyurl.com/agendabackup. Select the corresponding year and meeting date folders to view documents.

Mayor and City Council of the City of San Bernardino Page 2

CALL TO ORDER
At
tendee Name
Council Member, Ward 1 Theodore Sanchez
Council Member, Ward 2 Sandra Ibarra
Council Member, Ward 3 Juan Figueroa
Mayor Pro Tem, Ward 4 Fred Shorett
Council Member, Ward 5 Ben Reynoso
Council Member, Ward 6 Kimberly Calvin
Council Member, Ward 7 Damon L Alexander
Mayor Helen Tran
City Manager Charles A. Montoya
City Attorney Sonia Carvalho
City Clerk Genoveva Rocha
5:00 P.M. SPECIAL MEETING SESSION 1

INVOCATION AND PLEDGE OF ALLEGIANCE
PUBLIC COMMENT FOR DISCUSSION ITEMS 1 & 2

DISCUSSION

1. Regional Partnership for Animal Services p. 14
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Authorize the City Manager to finalize and execute participation agreements with the Cities of Colton, Fontana and Rialto to house animals at the shelter located at 333 Chandler Place in the City of San Bernardino, and

2. Provide staff direction on proposed staffing and site improvements needed to accommodate additional
partner cities, and

3. Adopt Resolution 2023188 Authorizing the City Manager to take the steps necessary
to establish a California Nonprofit Public Benefit Corporation named “The Friends of San Bernardino Animal Services Foundation”.

2. Approve Motel Voucher Program and Authorize Professional Service Agreements with Local Motel Operators to Provide Interim Shelter. (All Wards) p. 61 Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Review and approve the Motel Voucher Program as presented or provide staff with modifications,

Mayor and City Council of the City of San Bernardino Page 3 c. Swami Shriji Investment Inc. to provide a minimum of 15 rooms up to a maximum of 80 rooms at the Super 8 Motel located in Redlands for a total not to exceed $604,995.
d. SB Express One LLC to provide a minimum of 28 rooms up to 75 rooms at the Super 8 Motel located in San Bernardino for a total not to exceed $1,008,000.

3. Author
ize the City Manager or designee to take any further actions and execute any further agreements or documents as necessary to effectuate the implementation of the Motel Voucher Program.

ADJOURNMENT FOR SESSION 1
The Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency will adjourn to a Special Meeting to be held on December 6, 2023, at the Feldheym Central Library located at 555 West 6th Street, San Bernardino, California 92401.The Special Meeting will begin at 6:00 p.m. 6:00 P.M. SPECIAL MEETING SESSION 2
PUBLIC COMMENTS FOR ITEMS 322 & ITEMS NOT ON THE AGENDA

CITY MANAGER UPDATE

CONSENT CALENDAR

3. Maddy Act Local Appointments List p. 280
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino Adopt Resolution No. 2023176 approving the Local Appointments List.

4. Approve Professional Services Agreements with JEA & Associates and Capital Edge Advocacy Inc. for State and Federal Legislative Advocacy Services (All Wards) p. 292 Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, authorize the City Manager to execute Professional Services Agreements with:

1. Capital Edge Advocacy Inc. for federal legislative advocacy services in an amount not
to exceed $90,000 annually; and

2. JEA
& Associates for state legislative advocacy services in an amount not to exceed $84,000 annually.

5. Proposed
2024 Mayor & City Council Regular Meeting Schedule (All Wards) p. 437 Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt
the Proposed 2024 Mayor and City Council Regular Meeting Schedule.

6. Resolution
Declaring Intent to Annex Territory: Community Facilities District No. 20191 (Maintenance Services): Annexation No. 37, Tax Zone No. 38 (Mill Street) (Ward 3) p. 445
Recommendation:

Mayor and City Council of the City of San Bernardino Page 4 It is recommended that the Mayor and City Council of San Bernardino, California, adopt Resolution No. 2023177 of the Mayor and City Council of San Bernardino, California, declaring its intention to annex territory into Community Facilities District No. 20191 (Maintenance Services) of the City of San Bernardino, adopting a map of the area to be proposed (Annexation No. 37) and authorizing the levy of a special taxes therein.

7. Resolution Declaring Intent to Amend Special Tax Rates: Community Facilities District No. 20191 (Maintenance Services): Annexation No. 28, Tax Zone No. 29 (Verdemont Ranch) (Ward 5) p. 482
Recommendation:

It is recommended that the Mayor and City Council of San Bernardino, California, adopt Resolution No. 2023178 of the Mayor and City Council of San Bernardino, California, declaring
its intention to amend the Special Tax rates for Annexation No. 28 into Community Facilities District No. 20191 (Maintenance Services) of the City of San Bernardino, and authorizi
ng the levy of a special taxes therein.

8. Professional
Services Agreement with Michael Baker International for Grant Administration Services in the amount of $243,919 p. 519 Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Authorize the City Manager, or designee, to execute a Professional Services Agreement commencing December 6, 2023, and ending December 6, 2025, with Michael Baker International, in the amount of $243,919.00 for Grant Administration consultant services; and

2. Authorize the Director of Finance and Management Services to issue a purchase order to Michael Baker International in the amount of $243,919.00.

9. City
Manager’s Office Staffing and Side Letter Agreement with the Executive Bargaining Group (All Wards) p. 544
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino adopt Resolution No. 2023179 of the Mayor and City Council of the City of San Bernardino, California:

1. Addi
ng two (2) Deputy City Manager (U) positions to the City Manager’s Office;

2. Authorizing the City Manager to execute a side letter agreement with the Executive Employees to include the Deputy City Manager (U) classification; and

3. Amending the
Citywide salary schedule for fulltime, parttime, temporary, and seasonal positions.

10. Acceptance of the California State Library Building Forward Library Facilities Improvement Program Grant Award for the Norman F. Feldheym Central Library Revitalization Project (Ward 1) p. 560
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California,

1. Adopt Resolution No. 2023180 of the Mayor and City Council of the City of San Bernardino, California, approving the acceptance of grant funds; and

2. Authoriz
e the City Manager, or designee, to execute a grant agreement and any subsequent amendments with the California State Library in the amount of $6,409,370 for the Norman F. Feldheym Central Library Revitalization Project Mayor and City Council of the City of San Bernardino Page 5 funded through the State of California Budget Act of 2022 (AB178) or the State of California Budget Act of 2023 (SB 101); and

3. Authorize the Director of Finance & Management Services to amend the Fiscal Year 2023 2027 Capital Improvement Program to add the Norman F. Feldheym Central Library Revitalization Project; and

4. Authorize the Director of Finance & Management Services to amend and appropriate $6,409,370 in both revenues and expenditures to the Fiscal Year 2023 – 2024 Operating Budget for the Normal F. Feldheym Central Library Revitalization Project.

11. Amendment No. 3 to the Professional Services Agreement with the PM Group, DBA the Printery, in the amount of $75,000 for the design, print, and mail preparation of City of San Bernardino Parks, Recreation and Community Services trimester brochure for FY20232024 p. 571
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California adopt resolution No. 2023181 to:

1. Authorize the City Manager to execute Amendment No. 3 the Professional Services
Agreement with the Printery for the design, print, and mail preparation of the City of San Bernardino Parks, Recreation and Community Services Department
(PRCSD) trimester brochure for FY20232024.

2. Authoriz
e the Director of Finance & Management Services to issue a purchase order not to exceed the amount of $75,000.

12. Approve Agreement with Los Angeles Dodger Foundation for the Renovation of Blair Park Baseball Fields 5th Ward p. 580
Recommendation:

Adopt Resolution No. 2023182 of the Mayor and City Council of the City of San Bernardino, California, to:

1. Approve the agreement with the Los Angeles Dodgers Foundation to build three Dodger Dreamfields at Blair Park.

2. Accept
the donation of labor and construction costs for the development of the three
Dodger Dreamfields valued at $1,718,844.

3. Authorize the City Manager to conduct all negotiations, signings, and submittal of necessary documents to receive the donation.

13. Approve Visual, Performing, and Literary Arts Grant Awards p. 605 Recommendation:

Adopt Resolution No. 2023183 of the Mayor and City Council of the City of San Bernardino, California, approving the Visual, Performing, and Literary Arts grant awards to winning applications in the amount of $25,296.

14. Execute a Professional Service Agreement with the Women’s Inspirational Network and Issue a Purchase Order (All Wards) p. 624
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, authorize:

Mayor and City Council of the City of San Bernardino Page 6

1. The City Manager to execute a professional services agreement and any subsequent amendments with Women’s Inspirational Network

2. The Director of Finance and Management Services to issue a purchase order in an amount not to exceed $300,000.

15. Accept the 2023 COPS CHP Grant (All Wards) p. 697
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt
Resolution No. 2023184 authorizing:

1. The City Manager to Accept the 2023 Department of Justice Community Oriented Policing Services Grant.

2. The Director of Finance and Management Services to amend the FY 2023/24 Adopted
Budget with an appropriation of $500,000 in both revenues and expenditures in grant funds and $303,743.36 in General Fund expenditures in grant match requirements.

3. The Police Department to increase sworn staffing from 307 to 311.

16. Execution
of a fiveyear agreement between the County of San Bernardino and the City of San Bernardino for Police Department access to the County Radio Communication System (All Wards) p. 723
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt
Resolution No. 2023186 authorizing the City Manager to

1. Execute a fiveyear agreement between the City of San Bernardino and the County of San Bernardino, for Police Department access to the County’s digital radio communication system, and

2. Authorize the Director of Finance and Management Services to issue an annual purchase order to the County of San Bernardino for radio services, not to exceed $2,350,000
over the duration of the agreement.

17. Technical Revision for the Purchase of Cellular Site Simulator Equipment (All Wards) p. 745
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt
resolution 2023185 authorizing:

1. The City Manager to execute a goods purchase agreement between the City of San Bernardino and Tactical Support Equipment.

2. The Director of Finance and Management Services to issue a Purchase Order to Tactical Support Equipment in an amount not exceeding $687,000.

18. FiveYear Capital Project Needs Analysis for FY 2024/25 to FY 2028/2029 for Measure I Expenditures (All Wards) p. 814
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California, adopt Resolution No. 2023187 approving the FiveYear Capital Project Needs Analysis (FY 2024/2025 through FY 2028/29) for Measure I Expenditures.

Mayor and City Council of the City of San Bernardino Page 7

19. Award of Agreement for Construction of Nicholson Neighborhood Park Improvements (Ward 6) p. 828
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Approve the award of an Agreement with Urban Habitat in the amount of $8,147,197.56 for Nicholson Neighborhood Park Improvements (Project); and

2. Authorize the project construction, construction contingencies, and construction m
anagement costs in the total amount of $ $9,437,197.56 for construction of
the Project; and

3. Authorize the City Manager or designee to execute all documents with Urban Habitat; and

4. Authorize
the City Manager or designee to ex pend the contingency fund, if necessary,
to complete the project.

20. Appointing
an Interim Director of Public Works, Operations and Maintenance (U) p. 1024
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Adopt R
esolution No. 2023189 appointing Lynn C. Merrill as Director of Public Works, Operations and Maintenance (U) on an interim basis; and

2. Approve Retired Annuitant Employment Agreement.

21. Extending the City’s Deadline to Establish an Online Permitting System for Post entitlement Phase Permits in Accordance with State Law (All Wards) p. 1036 Recommendation:

Adopt Resolution No. 2023190 of the Mayor and City Council of the City of San Bernardino, California, extending the deadline to establish an online permitting system for post entitlement phase permits under California Government Code Section 65913.3.5 (Assembly Bill 2234).

MAYOR & CITY COUNCIL UPDATES/REPORTS ON CONFERENCES & MEETINGS

CLOSED SESSION

22. Closed Sess
ion
Recommendation:

A) CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION (PURSUANT TO GOVERNMENT CODE SECTION 54956.9(A) AND (D)(1):
i. Deshawn M. Wright v. City of San Bernardino, United States District Court Case No. 5:22CV00132 CAS (JCx)
B) CONFERENCE WITH LEGAL COUNSEL SIGNIFICANT EXPOSURE TO LITIGATION PURSUANT TO GOV. CODE 54956.9 (D)(2)
(TWO CASES)
Mayor and City Council of the City of San Bernardino Page 8

CLOSED SESSION REPORT

ADJOURNMENT
The next joint regular meeting of the May or and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency will be held on January 3, 2024, at the Feldheym Central Library located at 555 Wes t 6th Street, San Bernardino, California 92401. Closed Ses sion will begin at 5:30 p.m. and Open Ses sion will begin at 7:00 p.m.

CERTIFICATION OF POSTING AGENDA
I, Courtney Bowen, Deputy City Clerk for the City of San Bernardino, California, hereby certify that the agendas for the December 6, 2023, Special Meetings of the Mayor and City Council and the Mayor and City Council acting as the Successor Agency to the Redevelopment Agency was posted on the City's bulletin board located at 201 North "E" Street, San Bernardino, California, at the Feldheym Central Library located at 555 West 6th Street, San Bernardino, California, and on the City's website sbcity.org on Tuesday, December 5, 2023.

I declare under the penalty of perjury that the foregoing is true and correct.

Cour
tney Bowen, Deputy City Clerk

Mayor and City Council of the City of San Bernardino Page 9 NOTICE:

In accordance with Resolution No. 201889 adopted by the Mayor and City Council on March 21, 2018, the following are the rules set forth for Public Comments and Testimony:

Public Comments and Testimony:

Rule 1. Public comment shall be received on a first come, first served basis. If the presiding officer determines that the meeting or hearing may be lengthy or complicated, the presiding officer may, in his or her discretion, modify these rules, including the time limits stated below.

Rule 2. All members of the public who wish to speak shall fill out a speaker' s reservation card and turn in the speaker reservation card to the City Clerk prior to the time designated on the agenda.

Comments will be received in the order the cards are turned in to the City Clerk. Failure of a person to promptly respond when their time to speak is called shall result in the person forfeiting their right to address the Mayor and City Council.

Rule 3. The presiding officer may request that a member of the public providing comment audibly state into the microphone, if one is present, his or her name and address before beginning
comment. If that person is representing a group or organization the presiding officer may request that the speaker identify that group or organization, including that group or organization' s Address.

Rule 4. Notwithstanding the provisions of Rule 2 and 3 above, a person shall not be required to provide their name or address as a condition of speaking.

Mayor and City Council of the City of San Bernardino Page 10 Rule 5. Time Limits:

5.01 Each member of the public shall have a reasonable time, not to exceed three ( 3) minutes per meeting, to address items on the ag enda and items not o n the agenda but within the subject matter jurisdiction of the Mayor and City Council.

5.02 Notwithstanding the time limits set forth in subsection 5. 01 above, any member of the public desi ring t o provide public t estimony at a publ ic hear ing shall have a reasonable time, not to exceed ( 3) minutes, to provide testimony during each public hearing.

Any member of the public desiring to speak to the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency concerning any matter not on the agenda but which is within the subject matter jurisdiction of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency may address the body at the end of the meeting, during the period reserved for public comments. Said total period for public comments shall not exceed 60 minutes, unless such time limit is extended by the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency. A threeminute limitation shall apply to each member of the public, unless such time limit is extended by the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency. No member of the public shall be permitted to "share" his/her three minutes with any other member of the public.

Speakers who wish to present documents to the governing body may hand the documents to the City Clerk
at the time the request to speak is made.

The Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency may refer any item raised by the public to staff, or to any commission, board, bureau, or committee for appropriate action or have the item placed on the next agenda of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency. However, no other action shall be taken nor discussion held by the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency on any item which does not appear on the agenda unless the action is otherwise authorized in accordance with the provisions of subdivision (b) of Section 54954.2 of the Government Code.

Public comments will not be received on any i tem on the agenda w hen a public hearing has been conducted and closed.

NOTICE OF A SPECIAL MEETING OF THE

MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO
DATE: Tuesday, December 5, 2023
SUBJECT: Special Meeting (Session No. 1) on Wednesday, December 6, 2023 N
OTICE IS HEREBY GIVEN that the City Manager , with a consensus of the Mayor and City Council of the City of San Bernardino, has called a Special Meeting for Wednesday, December 6, 2023, at 5:00 p.m.

S
aid meeting shall be for the purpose of considering the following:

SCUSSION

1. Regional Partnership for Animal Services

2. Approve Motel Voucher Program and Authorize Professional Service Agreements with Local Motel Operators to Provide Interim Shelter ADJ

OURNMENT
The next Special Meeting of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency will be held on December 6, 2023 at the Feldheym Central Library , 555 West Sixth Street, San Bernardino 92401. Open Session will begin at 6:00 p.m.

G
enoveva Rocha, CMC, City Clerk

Page 11 ends

NOTICE OF A SPECIAL MEETING OF THE

MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO
DATE: Tuesday, December 5, 2023
SUBJECT: Special Meeting (Session No. 2) on Wednesday, December 6, 2023 NOTICE
IS HEREBY GIVEN that the City Manager , with a consensus of the Mayor and City Council of the City of San Bernardino, has called a Special Meeting for Wednesday, December 6, 2023, at 6:00 p.m.

Said m
eeting shall be for the purpose of considering the following:

Consent Calendar Items No. 3 through 21 and Closed Session.

ADJOURNME
NT
The next Regular Meeting of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency will be held
on January 3, 2024 at the Feldheym Central Library, 555 West Sixth Street, San Bernardino 92401. Closed Session will begin at 5:30 p.m. and Open
Session will begin at 7:00 p.m.

Genoveva R
ocha, CMC, City Clerk

Page 12 ends

Mayor and City Council of the City of San Bernardino Page 13 ALTERNATE MEETING VIEWING METHOD:

If there are issues with the main live stream for the Mayor and City Council you may view the alternate stream on TV3
https://reflectsanbernardino.cablecast.tv/CablecastPublicSite/watch/1? channel=6

PUBLIC COMMENT OPTIONS
Please use ONE of the following options to provide a public comment:
1) Written comments can be emailed to [email protected]. Written public comments received up to 4:00 p.m. on the day of the meeting (or otherwise indicated on the agenda) will be provided to the Mayor and City council and made part of the meeting record. They will not be read aloud unless you require an ADA accommodation.

Please note: messages submitted via email and this page are only monitored from the publication of the final agenda until the deadline to submit public comments. Please contact the City Clerk at 9093845002 or [email protected] for assistance outside of this timeframe. 2) Attend the meeting in person and fill out a speaker slip. Please note that the meeting Chair decides the cutoff time for public comment, and the time may vary per meeting. If you wish to submit your speaker slip in advance of the meeting, please submit your request to speak using the form on the following page: https://tinyurl.com/mccpubliccomments 3) REMOTE PARTICIPATION VIA ZOOM WILL BE FOR COUNCIL PARTICIPATION Until further notice, remote public comment has been suspended.

DISCUSSION
City of San Bernardino
Request for Council Action
Date: December 6, 2023
To: Honorable Mayor and City Council Members
From: Charles Montoya, City Manager
Kris Watson, Director of Animal Services
Department: Animal Services
Subject: Regional Partnership for Animal Services
Recommendation
It is recommended that the Mayor and City Council of the City of San Bernardino, California:

2. Provide staff direction on proposed staffing and site improvements needed to accommodate additional partner cities, and

3. Adopt Resolution 2023-188 Authorizing the City Manager to take the steps necessary to establish a California Nonprofit Public Benefit Corporation named “The Friends of San Bernardino Animal Services Foundation”.

Executive Summary
Establishing a Regional Partnership for Animal Services with the Cities of Colton, Fontana, Grand Terrace, Loma Linda and Rialto will stabilize animal services in our region and provide additional partners to build a new shelter in the future. The Department has an estimated cost for the staffing and site improvements necessary to accommodate the additional animals at the current shelter while long range plans are being made for a replacement shelter. In an effort to limit the cost to the general fund, the Department would like to establish a California Nonprofit Public Benefit Corporation to actively raise funds for crucial programs and services to benefit the people and pets the Department serves. The estimated costs for this fiscal year and next are Packet Page. 14
$8,400,000.00 should all five cities join the partnership. Because the cost will be shared by all participants, the City’s portion is estimated to be $2,300,000.

Background
Earlier this year, the Department of Animal Services received notification that Riverside County Animal Services would be discontinuing shelter services for the cities of Colton, Fontana, and Rialto on June 30, 2024. Subsequently, these three cities in our region are in need of a shelter to contract for services beginning with July 1, 2024.

The cities of Colton and Fontana previously contracted with the City of San Bernardino for shelter services; those contracts ended in 2014 (Colton) and 2015 (Fontana) when those cities began contracting with the County of Riverside. The City of Rialto previously contracted with the County of San Bernardino until 2018 when they transferred to Riverside County for shelter services. The cities of Grand Terrace and Loma Linda currently contract with the Department to provide shelter services.

In addition to the potential shelter contract with additional cities, the Department would like to establish a Nonprofit Public Benefit Corporation to actively raise funds for programs and services to benefit all the animals in the shelter as well as programs which support pet owners in our community.

Discussion
In calendar year 2022, the Department of Animal Services impounded over 5,100 dogs and cats. With the proposed additional contract cities, the City would impound and care for an estimated 10,000-11,000 dogs and cats annually at the shelter in addition to a small number of other domestic animals. In order to appropriately estimate the amount of additional housing needed to accommodate such a sharp increase in animals, the Department consulted experts at the UC Davis Koret School of Shelter Veterinary Medicine who have experience in animal care at the municipal level. Based on the analysis of impound data from January 2019 through September 2023 for all five cities being considered as part of the partnership, as well as San Bernardino, the City would need enough kennels to house an estimated 400 dogs and 300 cats at any given time.

Staffing
Shelter Services Unit
To care for the additional animals, the Department would need to augment staffing.

According to the National Animal Care and Control Association (NACA), fifteen (15) minutes of staff time is needed for each animal at the facility. This time estimate only covers basic needs like cleaning and feeding. If there are a total of 700 animals at the facility at one time, you would need a minimum of 17.5 staff working 10 hours shifts daily to take care of the animals.

The department currently has 12 full-time animal shelter attendants and two part-time animal shelter attendants to cover operations seven days a week. The Department is Packet Page. 15
proposing the addition of 8 Animal Shelter Attendants, 4 Lead Animal Shelter Attendants (Senior Animal Services Representatives) and 1 Animal Services Supervisor to ensure adequate coverage for the shelter unit throughout the week. By adding a lead position to this unit, existing staff would have an opportunity to promote from within and stay with the Department to ensure ongoing staffing stability. The impound data from the five cities and San Bernardino also showed the peak time for animal intake occurred from May through September each year. The Department proposes adding 4 temporary Animal Shelter Attendants from April through September annually to assist with the influx of animals during this time period.

Veterinary Services Unit
The Department currently has 1 Veterinarian, 2 Registered Veterinary Technicians and 1 Veterinary Assistant in the veterinary services unit. Due to the increase in the number of animals at the shelter, the Department also proposes increasing staff in the veterinary services unit with 1 Veterinarian, 2 Registered Veterinary Technicians and 3 Veterinary Assistants. This team would be responsible for the health and welfare of all animals at the shelter. By increasing the number of staff in this unit, the Department would be able to perform spay and neuter surgeries at least 4 days a week in addition to the routine veterinary medical requirements for the animals at the shelter.

Customer Services Unit
With the increase of contract cities, an increase in phone calls and customers to the front counters is expected. The Department currently has 6 Senior Animal Services Representatives, 2 Animal Services Representatives and 1 Supervisor in the Customer Service Unit. The Department is proposing an additional 3 Senior Animal Services Representatives to work the front counter, processing adoptions and redemptions, as well as an Animal Services Supervisor and 2 Animal Services Representatives who could assist with phone calls. The Animal Services Representative position is a flexible position and could be assigned based on need. This position currently assists with cleaning and caring for the animals, taking calls from the public and dispatching officers and can assist the field unit by picking up deceased animals and friendly confined strays. The flexibility of this position helps reduce the impact of staffing shortages or increased activity across the Department.

Community Outreach Unit
Another important function is community outreach; in order to reduce the number of animals coming in and the length of time animals stay at the shelter, the Department must be proactive in reaching out to pet owners and concerned parties to volunteer their time or help for the animals in need. The Department currently has 1 Volunteer Coordinator and 1 Foster Coordinator. The Department is requesting the addition of 5 Community Services Program Coordinators to function as 1 Foster Coordinator, 1 Volunteer Coordinator, 2 Rescue Coordinators and 1 Community Outreach Coordinator. This unit would be responsible for working with the region to add foster homes for underage and medically fragile animals as well as increasing the number of volunteers at the shelter to assist staff with caring for the animals. Currently, the Department does not have a dedicated Rescue Coordinator. With the projected Packet Page. 16
increase of animals, the City will need staff who can reach out to non-profit organizations to network and place animals with critical medical needs or those with challenging behaviors needing training and evaluation prior to being adopted by the public. The Community Outreach Coordinator would be able to organize off-site adoptions as well as low-cost vaccinations, microchipping and spay/neuter events in the region. We would also need an Animal Services Manager to help support this team and to work with outside entities to increase community engagement with the shelter and to offer educational events in the community.

The table below illustrates the fully burdened costs of the proposed positions. The calculation totals are based on the top salary range plus benefits for the employee and dependents. This cost would be shared among the five contract cities and San Bernardino based on each entity’s percentage of the total intake. Attached to this staff report is a copy of our current organizational chart as well as an updated chart with all the proposed positions to see the reporting structure and units with additional positions.

Position Title Number of
Positions
Needed
Total Salary
Cost
Total
Benefits
Cost
Combined
Salary and
Benefits Cost
Animal Shelter Attendant 8 $374,360.00 $214,664.00 $589,024.00 Animal Services
Representative 2 $93,590.00 $53,666.00 $147,256.00
Senior Animal Services
Representative 7 $361,914.00 $192,339.00 $554,253.00
Animal Services
Supervisor 2 $160,260.00 $62,418.00 $222,678.00
Animal Services Manager 1 $101,797.00 $34,054.00 $135,851.00 Community Services
Program Coordinator 5 $328,465.00 $146,570.00 $475,035.00 Registered Veterinary
Technician 2 $139,494.00 $59,692.00 $199,186.00
Veterinary Assistant 3 $164,673.00 $83,685.00 $248,358.00 Shelter Veterinarian 1 $178,846.00 $44,170.00 $223,016.00 Total Staffing Costs $2,794,657.00
Finally, to maximize public access and move animals through the system quickly, the Department would be open to the public seven days a week from 10:00AM to 5:00PM and would be open late on Wednesdays until 7:00PM. These expanded hours would enable pet owners to look for and redeem their lost pets or adopt new pets daily and would be beneficial to members of our community who may have difficulty coming to the shelter during our current limited days and hours.

To have staff ready to impound animals beginning on July 1, 2024, the Department would need to begin recruitment as soon as the contracts are finalized, and the number of Cities participating is confirmed. The Department estimates 6 months of staffing costs for the positions above would come to about $1,400,000.00 for the current fiscal year if shared among all 5 cities.

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Facilities Upgrades and Supplies
The Department is working with the Public Works Department team to assess the current shelter site and prepare the facility to accommodate the influx of animals on July 1, 2024. Currently, the Department estimates the cost for the necessary improvements and additional structures to be roughly $4,000,000.00. This total will change based on the final number of participants and work needed at the facility.

Animal Services plans on maximizing flexibility by purchasing housing units for the current facility that could move with us to an eventual new shelter. The Department is also looking at utilizing modular trailers for office space on site to accommodate the increased staffing.

In addition to facility improvements, there will be some increase of costs for supplies, including food, litter, bowls, cleaning supplies and medication. The rough estimate for the cost of these supplies is $100,000.00 and will be determined by the total number of participants and expected animals.

Nonprofit
The Department realizes that this is a significant investment in the welfare of animals in our City and in our region. In an effort to lessen the impact on the General Fund of our City as well as any partners, staff proposes the City establish a California Nonprofit Public Benefit Corporation that could actively raise funds for the programming and services at the shelter. Establishing a non-profit would also open up the possibility of a large Capital Campaign to fund the building of a replacement shelter.

Fiscal accountability and transparency are important factors in raising funds for public benefit. Attaching the nonprofit to the City would ensure the financial records are subject to Public Records Act requirements and available for the public to view upon request. Additionally, current and future elected officials would be able to appoint members to the Board to ensure the nonprofit aligns with the City‘s priorities and goals.

Appointing the Animal Services Director and Finance Director as ex-officio Board Members would also ensure alignment of the nonprofit with the Department‘s goals and ensure fiscal accountability.

Other agencies in our Region have established Nonprofit Public Benefit Corporations specifically for the benefit of their Animal Services Departments, including the City of Rancho Cucamonga (Rancho Cucamonga Animal Care Foundation) and County of San Bernardino (Animals are First Fund). Both nonprofits help support the shelters by covering the cost of department programs and services to the benefit of both residents and their pets.
2021-2025 Strategic Targets and Goals
Partnering with the other cities in our region aligns with Strategic Goal #1: Improved Packet Page. 18
Operational & Financial Capacity by establishing a nonprofit to help cover the cost of Department programs, reducing the strain on the City’s General Fund, Strategic Goal #3: Improved Quality of Life by partnering with other entities in the Region, ensuring consistent, stable animal services for our residents and those of neighboring cities.

Fiscal Impact
Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California:

2. Provide Staff Direction on proposed staffing and site improvements needed to accommodate additional partner cities, and

Attachments

1. Animal Services Organizational Chart

2. Draft Participation Agreement for Regional Animal Services

3. Resolution 2023-188

4. Friends of San Bernardino Animal Services Foundation Articles of Incorporation

5. Friends of San Bernardino Animal Services Foundation By-Laws

FINANCIAL
DATA
Current
Fiscal Year:

Next Fiscal
Year:

Total Cost: Ongoing
Cost:

COST $5,500,000 $2,900,000 $8,400,000 $2,900,000

GENERAL FUND
SHARE
$2,300,000 $ 200,000 $2,500,000 $200,000
Budget
Adjustment:

Yes
SOURCE OF FUNDS:

Costs for the current fiscal year include 6 months of positions and shelter site improvements. Costs for the next fiscal year and ongoing costs include staffing as well as materials and supplies. Total cost is an estimate and will be determined by the number of participating cities. The participating cities will be charged a portion of the staff, supply and capital improvement costs based on percentages determined by the total number of projected animal intakes.

For Fiscal
Year: 23/24
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Ward:

All Wards
Synopsis of Previous Council Actions:

N/A
Packet Page. 20
CuTitl
e
of Sm
art
Animal Services
Current Organizational Chart
Director of Animal
Services
Staff Veterinarian
Registered
Veterinary
Technician (RVT)
(2)
Vet Assistant
Deputy Director of
Animal Services
Animal Services
Supervisor
Field Services
Lead Animal
Control Officer
Animal Control
Officer (6)
Volunteer
Coordinator (1)
(Grant-Funded)
Foster
Coordinator (1)
(Grant-Funded)
Shelter Manager
Animal Services
Supervisor
Shelter Services
Animal Shelter
Attendants
FT Regular (8)
FT Grant-Funded (4)
Part-Time (2)
Animal Services
Supervisor
Customer Services
Senior Animal
Services
Representative (6)
Animal Services
Representative
Grant Funded (2)
Executive Assistant
to the Director
Packet Page. 21
CuTitl
e
of Sm
art
Animal Services
Proposed Organizational Chart
Director of
Animal Services
Staff
Veterinarian (2)
Registered
Veterinary
Technician (RVT) (4)
Vet Assistant (4)
Deputy Director
of Animal
Services
Community
Outreach Manager
Volunteer
Coordinator (2)
Foster
Coordinator (2)
Rescue Coordinator
(2)
Community
Outreach
Coordinator (1)
Animal Services
Supervisor
Field Services (1)
Lead Animal Control
Officer (1)
Animal Control
Officer (6)
Shelter Manager
Animal Services
Supervisor
Shelter Services (2)
Senior Animal
Services
Representatives
(Lead) (4)
Animal Shelter
Attendants
FT Regular (20)
Part-Time (2)
Seasonal Shelter
Attendants (April-
September) (4)
Animal Services
Supervisor
Customer Services
(2)
Senior Animal
Services
Representative (9)
Animal Services
Representative (4)
Executive
Assistant to the
Director
Packet Page. 22

ANIMAL CARE SERVICES PARTICIPATION AGREEMENT
This Participation Agreement (the "Agreement"), dated for reference as of [DATE], is by and among the City of San Bernardino (the “City”) and the cities of [Insert Name of Cities] (each, a "Participant," and collectively, the "Participants" and, together with the City, the "Parties").

RECITALS
A. WHEREAS, the City of San Bernardino and each Participant are, or concurrent with the execution of this Agreement, will become, parties to an agreement for animal care services (the "Services Agreements"), pursuant to which the City will provide animal care services ("Services") to the signatory cities; B. WHEREAS, City desires to provide the Services to the Participants through the City’s Animal Services Department (the “Animal Services Department”); C. WHEREAS, City owns, and through the Animal Services Department, operates, an animal care shelter facility located at 333 Chandler Place, San Bernardino, California (the "Existing Shelter");
D. WHEREAS, the Parties agree that, owing to the age and condition of the Existing Shelter, it is now desirable to construct a new facility (the "New Shelter") to provide enhanced shelter and care services which will benefit the citizens of each of the Parties;
E. WHEREAS, the Parties acknowledge that the construction of the New Shelter will impact the operational costs of providing Services pursuant to the Services Agreements, which costs shall be shared among the parties in proportion to their usage of the Services; and
F. WHEREAS, each Participant agrees that the construction of the New Shelter is a benefit and necessary to meet the social needs of each Parties’ respective citizens, and, therefore, the Parties desire to enter into this Agreement to set forth terms governing the construction of the New Shelter and the allocation among the Parties and the method of payment of the costs of Services resulting from the construction of the New Shelter.

NOW, THEREFORE, in consideration of the foregoing recitals of fact, mutual covenants and conditions contained herein, and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

1. Design and Construct.

1.1.City Responsibilities. City shall be responsible for the design, preparation of all studies, analyses, and documents necessary to deliver the New Shelter, including Packet Page. 23
any CEQA environmental documentation, obtaining all permits, administration, and construction of the New Shelter.

1.2.Site. Construction of the New Shelter is sited for [Describe Proposed Location of New Shelter] in San Bernardino, California, as identified in Exhibit A, attached hereto and incorporated herein by reference (the "Site").

1.3.Design Concept. The City has developed the initial design concept of the New Shelter, attached hereto as Exhibit B and incorporated herein by reference. The City shall use best efforts to scale the final design of the New Shelter to a size reasonably appropriate for the total requirements of those Participants that elect to be parties to this Agreement.

1.4.Project Development. The City has or shall retain the services of a licensed design-bid-build contractor ("Contractor") to perform further design and all engineering, planning, preparation of plans and specifications, and complete construction of the New Shelter, including construction management and post- construction activities, pursuant to a written agreement between the City and Contractor, as the same may be amended from time to time (the "Construction Contract").

1.5.Design Advisory Board. The City shall establish a Design Advisory Board (the "Design Advisory Board") to provide input to the City regarding the design of the New Shelter. The City shall, in good faith, reasonably consider the input of the Design Advisory Board in making the City’s determinations regarding the design of the New Shelter. Nevertheless, the City is not bound to follow the recommendations of the Design Advisory Board and the ultimate determination as to the design of the New Shelter rests entirely with the City. The Design Advisory Board shall consist of at least one staff member from each Participant.

The City may select up to two of its own staff members to serve on the Design Advisory Board.

1.6.Use of New Shelter. The completed New Shelter shall be owned by the City and shall be used by the City for the provision of Services for contracting cities and the City, as needed, pursuant to the terms of current and future Services Agreements.

1.7.Use of Existing Shelter. In the interim period preceding the commencement of construction for the New Shelter, Participants shall have the option to engage the City for Services through the Existing Shelter beginning July 1, 2024 upon terms to be mutually agreed upon by each Participant. Participants opting for these Services shall be required to enter into a separate Services Agreement with the City, which shall specify the terms and conditions for such Services and necessary

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24 site improvements to the Existing Shelter to address the usage needs of the involved Participants. The allocation of costs for these Services and improvements will be based on the extent of each involved Participant’s usage in a manner comparable to the framework of this Agreement with modifications as appropriate. This arrangement shall remain effective until the New Shelter becomes operational, at which point the terms for transition or discontinuation shall be governed as per the separate Services Agreement and this Agreement, as applicable.

1.8.Contingency. All obligations created by this Agreement are contingent upon receipt of possession of the Site by the City.

2. Construction Costs Allocation.

2.1.Total Costs. Total cost of New Shelter construction shall include: a) all design development costs; b) all costs incurred by the City pursuant to the Construction Contract; c) all site preparation costs; d) all costs of fixtures; and e) any and all other costs incurred by the City for any construction or construction related activity on the Site incurred in connection with the New Shelter (the "Actual Construction Costs"). The maximum amount to be paid hereunder as Actual Construction Costs is set forth on Exhibit C, attached hereto and incorporated herein by reference (the "Maximum Construction Costs"). Upon completion of the New Shelter, the City shall provide Participants with a full accounting of the application of all funds spent on Actual Construction Costs.

2.2.City’s Contribution. The City shall contribute toward the construction of the New Shelter the land upon which the New Shelter shall be constructed and [Cost] dollars ($X,XXX,XXX.XX) to be applied toward Maximum Construction Costs. Any City funds paid by the City toward Actual Construction Costs on or after the execution of this Agreement shall count toward the $X,XXX,XXX.XX to be contributed by the City and will be applied toward costs of construction as necessary to cover any discrepancy between available Participant payment funds and Actual Construction Costs as they become due and payable.

2.3.Participants' Contribution. The remainder of Maximum Construction Costs beyond the [Cost] dollars ($X,XXX,XXX.XX) paid by the City ("Participants’ Share of Maximum Construction Costs") will be divided among the Participants based on the formula set forth in Exhibit C, attached hereto. Each Participant's respective percentage share of Participants’ Share of Maximum Construction Costs, as determined by said formula, is also set forth on Exhibit C. Five (5) years after the full execution of this Agreement, each Participant's respective percentage share of Participants’ Share of Maximum Construction Costs shall be recalculated based on the same formula as set forth in Exhibit C but using then current statistical data.

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25 If any Participant's respective percentage share of Participants’ Share of Maximum Construction Costs is altered by the recalculation by more than five percentage points, then each Participant's total share of Participants’ Share of Maximum Construction Costs shall be recalculated so that the originally calculated percentage shall be applied to one half of Participants’ Share of Maximum Construction Costs and the recalculated percentage shall be applied to the second half of Participants’ Share of Maximum Construction Costs. All future payments owed by each Participant shall be adjusted based on the results of the recalculation of each such Participant's total share of Participants’ Share of Maximum Construction Costs. If said adjustment results in a reduction in the amount owning by any Participant that, as of that time, has already fully paid its share of the Maximum Construction Costs, such reduction shall be credited as an offset against future charges, if any, under such Participant’s Services Agreement.

If said adjustment results in an increase in the amount owning by any Participant that, as of that time, has already fully paid its previously calculated share of the Maximum Construction Costs, the amount of such increase shall be due and payable pursuant to the same payment schedule as those Participants that have not elected to prepay their share of Maximum Construction Costs, subject to the same prepayment option. The City shall, upon request of a Participant, provide the requesting Participant with copies of the data and documents used to calculate each Participant's percentage share of Participants’ Share of Maximum Construction Costs.

2.4.Payment Schedule. Each Participant shall pay its full share of Participants’ Share of Maximum Construction Costs, in addition to costs to be paid in accordance with such Participant’s Services Agreement, in consideration of each such Participant's continuing right to use the New Shelter or the Existing Shelter or any replacement of the New Shelter or the Existing Shelter (together, "Shelters") pursuant to the terms of its Services Agreement. Each Participant's annual obligation to make the payments required hereunder is contingent on the City making available to such Participant, for the respective year, the use of Shelters pursuant to the terms of such Participant’s Services Agreement. At the election of each individual Participant, payment of the amounts owing hereunder may be made in advance of use or may be made over the ten (10) year term of the Services Agreements in accordance with the Payment Schedule, attached hereto as Exhibit D and incorporated herein by reference (the "Payment Schedule"). For Participants electing not to pay in advance of the scheduled payment, the annual amount each such Participant shall owe hereunder shall be increased by the formula shown on the Payment Schedule as the "Additional Funding Cost." The higher payment amount to be paid by Participants not electing to pay in advance represents the cost to the City of the lost value overtime of the money paid by the City toward Actual Construction Costs beyond the $X,XXX,XXX provided for above. The amounts indicated on the Payment Schedule further include costs to be incurred

Packet Page.
26 by the relevant Participant for each thirty (30) day period that any payment is overdue. Each Participant acknowledges that the construction and availability of Shelters for use by each Participant over the term of such Participant's Services Agreement is a substantial benefit to such Participant. In the event any Participant refuses to receive Services from the City in violation of the terms of such Participant’s Services Agreement despite being offered such Services by The City, or in the case of a default or failure to pay its cost share in accordance with this Agreement, each Participant remains obligated to pay to the City its outstanding payments hereunder as they become due and payable and the City may take any legal action as appropriate to obtain such payment. Further, the Parties acknowledge that the payments owing hereunder do not reduce or offset amounts owing pursuant to the Services Agreements.

3. Participation of New Cities After Commencement of Construction. After full execution of this Agreement, no city will be added to the City’s Services program for a period of three (3) years from the date first set forth above, to allow for appropriate sizing and establishment of operational protocols for the New Shelter. If a new city elects to participate in the City’s Services program after the three (3) year period indicated above, and City elects to provide Services to such city, such city will be required to pay a pro rata portion of the Maximum Construction Costs based on the formula set forth in Exhibit C. Any new participating cities' contributions pursuant to this section will be applied first toward any necessary expansion of the New Shelter and the remainder will be deposited into a shelter maintenance and repair fund (the "Shelter Maintenance Fund"). City shall establish a separate project fund account for all funds allocable to the Shelter Maintenance Fund and shall not commingle any other funds in said account. It is the intention of the Parties that any funds contained in the Shelter Maintenance Fund be exhausted prior to any additional contributions by the Parties toward post-construction shelter upgrades or capital improvements. Prior to contracting to provide Services to a new city, City shall consult with those Participants then currently contracting with City to receive Services pursuant to a Services Agreement. City shall in good faith consider the input of those cities in making City's determination as to whether to provide Services to the proposed new city.

Nevertheless, City is not bound to follow the recommendations of those cities and the ultimate determination as to whether to provide Services to the proposed city rests entirely with City.

4. New Shelter Account; Deposit of Funds. Upon the execution of this Agreement, the City shall establish a separate capital project fund account for all funds of the Parties which are to be applied toward Actual Construction Costs for the New Shelter (the "New Shelter Account") and shall not commingle any other funds in said account.

Funds payable by any Participant as an additional cost imposed due to late payment, or that are allocable to City to reimburse City for any City funds spent on Actual Construction Costs beyond the $X,XXX,XXX provided for above, or that are to

Packet Page.
27 reimburse City for the lost value over time of the money paid by City toward Actual Construction Costs beyond the $X,XXX,XXX provided for above, shall not be paid into the New Shelter Account but shall be paid directly to City for City's sole use.

5. Allocation of Excess Funds. Upon final completion of the New Shelter, issuance of a certificate of occupancy, payment of all Actual Construction Costs, and payment of all amounts due pursuant to this Agreement, any unused funds remaining in the New Shelter Account, but not exceeding an amount equal to the difference between total Actual Construction Costs incurred and Maximum Construction Costs, shall be credited to those Participants then obtaining Services from the City against future charges under each such Participant's Services Agreement based on the same percentages that each such Participant paid of the Participants’ Share of Maximum Construction Costs. Any funds not distributed in accordance with the previous sentence shall be deposited into the Shelter Maintenance Fund.

6. Operational Commitment. Concurrent with the execution of this Agreement, each Participant shall enter into a new, amended Services Agreement with the City in the form attached hereto as Exhibit E and incorporated herein by reference (the "Amended Services Agreement"). The operational cost for Services owing pursuant to the Amended Services Agreements, calculated with respect to each Participant and the City, shall include all annual costs of operation of the Shelters, including salaries and benefits for staff that are expected to be necessary to operate the Shelters. An estimated amount for staff salaries and benefits are depicted in Exhibit F attached hereto and incorporated herein by reference. This estimate is subject to reasonable modification to reflect factors including, but not limited to, the number of cities that elect to procure Services from the City and such cities’ usage needs. All Parties acknowledge that the division of all operational costs among the Parties allows for costs efficiencies and operational savings to each Party and that each Party has entered into this Agreement and its Amended Services Agreement in reliance on such shared costs and resulting savings. Each Participant, to provide assurance of such continued cost efficiencies to each remaining Party, hereby expresses its commitment to procure Services from the City for a period of ten (10) years and acknowledges the financial burden that any breach of this commitment would have on all other Parties.

To that end the Amended Services Agreements shall each provide for a ten (10) year term of service.

6.1.The Parties acknowledge that it would be impractical or extremely difficult to fix the actual damages to the City in the event of a Participant’s breach of this ten year commitment. The Parties agree that a reasonable estimate of such damages is an amount equal to $XX,XXX and in the event of such breach, such amount will be deemed fully agreed liquidated damages. The Parties further acknowledge that nothing herein shall be construed as the City's exclusive remedy for the remediation of breach by a Participant or Participants, and the City reserves the right to pursue any and all available rights and remedies at law or in equity.

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28 7. Defaults and Remedies.

7.1.Defaults. The failure by any Party to perform any of its obligations set forth in this Agreement shall constitute a default of this Agreement. Except as required to protect against further damages, the nondefaulting Party may not institute legal proceedings against the Party in default until the nondefaulting Party has provided the defaulting Party notice of the default and the following applicable cure period has expired: (i) the cure period for any monetary default shall be fifteen (15) calendar days after the defaulting Party's receipt of written notice from the nondefaulting Party that such obligation was not performed; and (ii) the cure period for any other default shall be thirty (30) days after the defaulting Party's receipt of written notice from the nondefaulting Party that such obligation was not performed.

7.2.Remedies Upon Default. Upon the occurrence of any default and after the defaulting Party has received written notice of default and the time period to cure the default has expired, the nondefaulting Party may at its option pursue damages or specific performance or other legal and equitable remedies the injured Party may have against the defaulting Party in accordance with applicable law. Should any Participant fail to pay any payment due by that Participant hereunder, the City may take any action as is appropriate to obtain such payment. Nothing herein shall be construed as the City's exclusive remedy for the remediation of default by a Participant or Participants, and the City reserves the right to pursue any and all available rights and remedies at law or in equity.

7.3.Non-refund of Contributions. The payments made by all Parties pursuant to this Agreement shall be used for completion and maintenance of the New Shelter in the manner described herein and all Parties acknowledge and agree that the completion and maintenance of the New Shelter, as well as the completion of each phase of construction activity and each construction milestone under the Construction Contract, provides an immediate benefit to each Party and that no payments made pursuant to this Agreement shall be refunded for any reason other than pursuant to the last sentence of Section 8.1.1.

8. Results of Nonpayment by Any Participant.

8.1.Adjustment of Payments Upon Nonpayment.

8.1.1. All Parties acknowledge that the failure of any Participant to pay any amount hereunder will result in an increase in the operational costs of sheltering Services to be divided among all other Participants. To that end, in the event any Participant fails to pay, for any other reason, any amount to be paid by that Participant under this Agreement, within fifteen (15) days of when such payment is due, the amount of such nonpayment will be apportioned among

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29 the remaining Participants such that the remaining Participants' will be responsible to pay such unpaid amount. The amounts paid by the remaining Participants pursuant to this section will be applied in the following order: first to replenish any the City funds spent on Actual Construction Costs that would have been paid by funds owed by the nonpaying Participant, second to pay any other amounts due to the City by the nonpaying Participant pursuant to this Agreement, and the remainder to pay Actual Construction Costs as they come due. Should the non-paying Participant pay any portion of the amount owing, the increased cost paid pursuant to this subsection by the remaining Participants will be reimbursed to the extent of the amount of such repayment.

This section shall apply to each payment obligation owed and not paid by any Participant as it becomes due and payable and shall not result in any acceleration of the full amount payable by the nonpaying Participant over the term of this Agreement. In the event any Participant should default in its obligations under this Agreement and no longer obtain sheltering Services from the City, City shall consult with all Participants then obtaining Services from the City to discuss methods of cost reduction that may be made available as a result of such reduction in sheltering Services usage.

8.1.2. It is the intention of all Parties that no funds provided by any Party under this Agreement shall be reimbursed for any other reason than that set forth in the last sentence of Section 8.1.1. If, pursuant to judicial action or threat thereof, any funds are reimbursed under this Agreement to any Participant, other than pursuant to the last sentence of the foregoing Section 8.1.1, the remaining Participants' will be responsible to pay to the City the reimbursed amount.

8.1.3. Each Participant's proportional share of any amounts required to be paid by Participants pursuant to this section shall be determined based on the formula set forth on Exhibit C. Each Participant's resulting incremental increase in contribution will be due within thirty (30) days of notification by the City to the participating Participants of the increased amount owing. The obligation of Participants to pay increased amounts under this Section 8 is not intended to be an exclusive remedy. The City reserves the right to take any action as is appropriate to obtain payment from any non-paying Participant. Additionally, each Participant paying increased costs pursuant to this Section 8, shall have and retain the right to take any action at law or equity as is appropriate to obtain reimbursement of such increased payment amounts from the non- paying Participant.

8.2.Impact of Nonpayment upon Services Agreement. In the event any Participant fails to pay, for any reason, any amount to be paid by that Participant under this Agreement, such failure shall constitute a default under the nonpaying

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30 Participant's Services Agreement and the City shall have the right to immediately terminate such Services Agreement, at its discretion.

9. Status of City as Independent Contractor. City is, and shall at all times be deemed to be, an independent contractor. Nothing herein contained shall be construed as creating the relationship of employer and employee, or principal and agent, between any Participant and City or any of City's agents or employees. City shall retain all authority for rendition of services, standards of performance, control of personnel, and other matters incident to the performance of services by City pursuant to this Agreement. City, its agents and employees shall not be considered to be Participant employees.

10.Governing Law and Venue. This Agreement has been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Agreement, the sole and exclusive venue shall be a court of competent jurisdiction, located in San Bernardino County, California, and the Parties hereto agree to and hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the Parties specifically agree to waive any and all rights to request that an action be transferred for trial to another county.

11.Term and Termination. This Agreement shall be effective from the date first set forth above until each Party has made the last payment required under this Agreement.

12.Amendments/Entire Agreement. Amendments to this Agreement must be in writing and approved by the governing body of each Party. This Agreement is the entire agreement among the Parties with respect to the construction of the New Shelter and it supersedes any prior written or oral agreements with respect to the subject. Any and all exhibits that may be referred to in this Agreement are by such references incorporated in this Agreement and made a part hereof.

13.Severability. If any provision of this Agreement, or the application thereof, to any extent, is held by a court of competent jurisdiction to be invalid, void or unenforceable, such provision, to the extent it is valid and enforceable, and all other remaining provisions hereof shall remain in full force and effect, to the fullest extent possible, and shall in no way be affected, impaired or invalidated thereby to the extent such provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement.

14.Attorney's Fees. In any action or proceeding to enforce or interpret any provision of this Agreement, or where any provision hereof is validly asserted as a defense, each Party shall bear its own attorney's fees, costs and expenses.

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31 15.Interpretation. This Agreement has been negotiated at arm's length and between persons sophisticated and knowledgeable in the matters dealt with in this Agreement.

In addition, each Party has been represented by experienced and knowledgeable independent legal counsel of its own choosing or has knowingly declined to seek such counsel despite being encouraged and given the opportunity to do so. Each Party further acknowledges that it has not been influenced to any extent whatsoever in executing this Agreement by the other Parties hereto or by any person representing the other Parties, or both. Accordingly, any rule or law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Agreement against the Party that has drafted it is not applicable and is waived.

The provisions of this Agreement shall be interpreted in a reasonable manner to affect the purpose of the Parties and this Agreement.

16.Consent to Breach Not Waiver. No term or provision of this Agreement shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the Party claimed to have waived or consented. Any consent by any Party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach.

17.Authority. The Parties to this Agreement represent and warrant that this Agreement has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms.

18.Hold Harmless. Each Participant shall hold harmless, indemnify, and defend City, its officers, employees, and agents from and against any and all claims, suits, or actions of every kind brought for or on account of injuries to or death of any person or damage to any property of any kind whatsoever and to whomsoever belonging which arise out of such Participant's failure to fulfill any payment obligations of such Participant arising pursuant to this Agreement. City shall hold harmless, indemnify, and defend each Participant, its officers, employees, and agents from and against any and all claims, suits, or actions of every kind brought for or on account of injuries to or death of any person or damage to any property of any kind whatsoever and to whomsoever belonging which arise out of the performance or nonperformance of City's covenants and obligations under this Agreement and which result from the actively negligent or wrongful acts of City or its officers, employees, or agents. This provision requiring City to hold harmless, indemnify, and defend each Participant shall expressly not apply to claims, losses, liabilities, or damages arising from actions or omissions, negligent or otherwise, of any independent contractor providing services pursuant to a contract with the City. In the event of concurrent negligence of the City, its officers, or employees, and any Participant, its officers or employees, then the liability for any and all claims for injuries or damages to persons and/or property or any other loss or cost which arises out of the terms, conditions, covenants or responsibilities of this

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32 Agreement shall be apportioned in any dispute or litigation according to the California theory of comparative negligence.

19.Appropriations. During the term of this Agreement, for each fiscal year, each Participant shall make every effort to adopt all necessary budgets and make all necessary appropriations for all payments due hereunder. The covenant contained in this Section 19 shall be deemed to be, and shall be construed to be, contingent upon the continuing offer by City to provide Services and use of Shelters to each individual Participant. To the extent City offers the provision of Services and use of any Shelters to any Participant, the continued responsibility of such Participant to make all payments required hereunder shall be a duty imposed by law and it shall be the duty of each and every public official of each Participant to take such actions and do such things as are required by law in performance of the official duty of such officials to enable the Participant to carry out and perform the covenants contained in this Section

19. All Parties acknowledge that the construction, maintenance and availability of Shelters for the provision of services to all Parties and the division of the costs of constructing and maintaining such Shelters among the Parties allows for costs efficiencies and significant savings to each Party and that each Party has entered into this Agreement and its Services Agreement in reliance on such shared costs and resulting savings. Each Party, to provide assurance of such cost efficiencies to each remaining Party, hereby expresses its commitment to fulfill its stated obligations under this Agreement regardless of the term of the Agreement overlapping more than one fiscal year and acknowledges the financial burden that any breach of the terms of this Agreement will have on all other Parties.

20.Assignability. Except as otherwise expressly provided for herein, no Party shall assign any of its obligations or rights hereunder without the consent of all other Parties.

21.Execution in Counterpart. This Agreement may be executed in counterparts, each of which, when the Parties hereto have signed this Agreement, shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

22.Notices. Any notices required to be given pursuant to this Agreement shall be given in writing and shall be mailed to all Parties to the Agreement, as follows To Participants: With respect to each Participant, notification shall be provided at the address indicated under each Participant’s signatory block.

To City:

City of San Bernardino
[Applicable Department/Office]
Attn: [City Designee]
[Address]

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33 Packet Page.
34 IN WITNESS WHEREOF, the City Council of the City of San Bernardino has authorized and directed the City Manager to execute this Agreement for and on behalf of the City, and the Participants from the cities of, [Insert Names of Participating Cities] have caused this Agreement to be subscribed by each of their duly authorized officers and attested by their Clerks.

CITY OF SAN BERNARDINO APPROVED AS TO FORM:

By: ___________________________ By: ___________________________ Charles Montoya Sonia R. Carvalho
City Manager City Attorney
Date: ________________________ Date: ________________________ ATTEST:

By: ___________________________
Genoveva Rocha
City Clerk
Date: ________________________
CITY OF [NAME] APPROVED AS TO FORM:

By: ___________________________ By: ___________________________ [NAME] [NAME]
City Manager City Attorney
Date: ________________________ Date: ________________________ ATTEST:

By: ___________________________
[NAME]
City Clerk
Date: ________________________

Address for Notification Purposes:
[Name Of Recipient]
City of [Name]
[Address]
[City], CA [Zip Code]

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35 CITY OF [NAME] APPROVED AS TO FORM:

By: ___________________________ By: ___________________________ [NAME] [NAME]
City Manager City Attorney
Date: ________________________ Date: ________________________ ATTEST:

By: ___________________________
[NAME]
City Clerk
Date: ________________________

Address for Notification Purposes:
[Name Of Recipient]
City of [Name]
[Address]
[City], CA [Zip Code]
CITY OF [NAME] APPROVED AS TO FORM:

By: ___________________________ By: ___________________________ [NAME] [NAME]
City Manager City Attorney
Date: ________________________ Date: ________________________ ATTEST:

By: ___________________________
[NAME]
City Clerk
Date: ________________________

Address for Notification Purposes:
[Name Of Recipient]
City of [Name]
[Address]
[City], CA [Zip Code]

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36 CITY OF [NAME] APPROVED AS TO FORM:

By: ___________________________ By: ___________________________ [NAME] [NAME]
City Manager City Attorney
Date: ________________________ Date: ________________________ ATTEST:

By: ___________________________
[NAME]
City Clerk
Date: ________________________

Address for Notification Purposes:
[Name Of Recipient]
City of [Name]
[Address]
[City], CA [Zip Code]
CITY OF [NAME] APPROVED AS TO FORM:

By: ___________________________ By: ___________________________ [NAME] [NAME]
City Manager City Attorney
Date: ________________________ Date: ________________________ ATTEST:

By: ___________________________
[NAME]
City Clerk
Date: ________________________

Address for Notification Purposes:
[Name Of Recipient]
City of [Name]
[Address]
[City], CA [Zip Code]

Packet Page.
37 EXHIBIT A
Site Description

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38 EXHIBIT B
Initial Design Concept of New Shelter

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39 EXHIBIT C
Construction Costs

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40 EXHIBIT D
Payment Schedule

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41 EXHIBIT E
Amended Services Agreement

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42 EXHIBIT F
Estimated Salaries of Shelter Staff
Position # Needed Total Salary Cost Total Benefits Cost Total Animal Shelter Attendant 8 $374,360.00 $214,664.00 $589,024.00 Animal Services Representative 2 $93,590.00 $53,666.00 $147,256.00 Senior Animal Services
Representative 7 $361,914.00 $192,339.00 $554,253.00
Animal Services Supervisor 2 $160,260.00 $62,418.00 $222,678.00 Animal Services Manager 1 $101,797.00 $34,054.00 $135,851.00 Community Services Program
Coordinator 4 $262,772.00 $117,256.00 $380,028.00
RVT 2 $139,494.00 $59,692.00 $199,186.00
Vet Assistant 3 $164,673.00 $83,685.00 $248,358.00
Shelter Veterinarian 1 $178,846.00 $44,170.00 $223,016.00 ESTIMATED TOTAL $1,837,706.00 $2,699,650.00

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43 Resolution No. 2023-188
Resolution 2023-188
December 6, 2023

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2 4
RESOLUTION NO. 2023-188

RESOLUTION OF THE MAYOR AND CITY COUNCIL OF

THE CITY OF SAN BERNARDINO, CALIFORNIA,

AUTHORIZING THE CITY MANAGER TO TAKE THE

STEPS NECESSARY TO ESTABLISH A CALIFORNIA

NONPROFIT PUBLIC BENEFIT CORPORATION TO

SUPPORT THE DEPARTMENT OF ANIMAL SERVICES
PROGRAMS AND INITIATIVES.

WHEREAS, the City of San Bernardino impounds a large number of companion animals annually; and
WHEREAS, there is a need for additional funding to support programs and initiatives to benefit the public and their pets; and
WHEREAS, a California Nonprofit Public Benefit Corporation, established by the City of San Bernardino would be able to proactively fundraise to support the Department’s Programs and services.

BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS:

SECTION 1. The above recitals are true and correct and are incorporated herein by this reference.

SECTION 2. Authorize the City Manager to take the steps necessary to establish a California Nonprofit Public Benefit Corporation named “Friends of San Bernardino Animal Services Foundation” to raise funds in support of the Department of Animal Services.

SECTION 3. The Mayor and City Council finds this Resolution is not subject to the California Environmental Quality Act (CEQA) in that the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty, as in this case, that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA.

SECTION 4. Severability. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable.

SECTION 5. Effective Date. This Resolution shall become effective immediately.

APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 6th day of December 2023.

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Resolution No. 2023-188
Resolution 2023-188
December 6, 2023

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2 4
Helen Tran, Mayor
City of San Bernardino
Attest:

Genoveva Rocha, CMC, City Clerk
Approved as to form:

Sonia Carvalho, City Attorney

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45 Resolution No. 2023-188
Resolution 2023-188
December 6, 2023

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2 4

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO) ss

CITY OF SAN BERNARDINO )
I, Genoveva Rocha, CMC, City Clerk, hereby certify that the attached is a true copy of Resolution No. 2023-188, adopted at a regular meeting held on the 6 th day of December 2023 by the following vote:

Council Members: AYES NAYS ABSTAIN ABSENT
SANCHEZ _____ _____ _______ _______
IBARRA _____ _____ _______ _______
FIGUEROA _____ _____ _______ _______
SHORETT _____ _____ _______ _______
REYNOSO _____ _____ _______ _______
CALVIN _____ _____ _______ _______
ALEXANDER _____ _____ _______ _______
WITNESS my hand and official seal of the City of San Bernardino this 6th day of December 2023.

Genoveva Rocha, CMC, City Clerk

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46 1

ARTICLES OF INCORPORATION OF THE FRIENDS OF SAN BERNARDINO

ANIMAL SERVICES FOUNDATION
A California Nonprofit Public Benefit Corporation

ARTICLE I
The name of this corporation shall be the Friends Of San Bernardino Animal Services Foundation.

ARTICLE II
Section 1. This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes.

Section 2. The specific purpose of this corporation is to support the City of San Bernardino Animal Services Department by raising funds for its existing and future programming and undertaking any programs and projects which will serve the above purpose.

ARTICLE III
The name and address in the State of California of this corporation’s agent of service is the City of San Bernardino Animal Services Director, Kristine Watson, 333 Chandler Place, San Bernardino, California 92401.

ARTICLE IV
The street and mailing address for the principal office of the corporation shall be located at 333 Chandler Place, San Bernardino, California, 92401.

ARTICLE V
Section 1. This corporation is organized and operated exclusively for Animal care and services purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.

Section 2. No substantial part of the activities of this corporation shall consist of carrying on propaganda or otherwise attempting to influence legislation and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.

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2 Section 3. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on:
a) by a corporation exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue law; or
b) by corporation contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 or the corresponding provision of any future United State Internal Revenue law.

ARTICLE VI
The property of this corporation is irrevocably dedicated to the City of San Bernardino Animal Services Department purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer, or member thereof, or to the benefit of ay private person. Upon the dissolution or winding up of the corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to the City of San Bernardino exclusively for animal care and services purposes.

Date
(Signature of Incorporator)
Kristine Watson, Animal Services Director
(Name and Title of Incorporator)
I hereby declare that I am the person who executed the foregoing Articles of Incorporation, which execution is my act and deed.
(Signature of Incorporator)
Kristine Watson, Animal Services Director
(Name and Title of Incorporator)

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BYLAWS OF THE FRIENDS OF SAN BERNARDINO ANIMAL SERVICES

FOUNDATION
A California Nonprofit Public Benefit Corporation
ARTICLE I: NAME AND LEGAL BASIS
(a) The name of this corporation shall be the "Friends of San Bernardino Animal Services Foundation" (herein referred to as the "Foundation"). (b) The organization is formed and operated on a nonprofit basis; no part of any earning and no dividends or other profits shall accrue to the benefit of any member or individual.
(c) The Foundation may carry out its purposes, as described below, under any other name or names which may be approved from time to time by the Board of Directors.

ARTICLE II: OFFICES
The principal office for the transaction of the business of the Foundation ("principal executive office") is located at the San Bernardino Animal Services Shelter, 333 Chandler Place, San Bernardino, California, 92401. The Board of Directors may change the principal office from one location to another by resolution. Any change of this location shall not be deemed an amendment of these Bylaws.

ARTICLE Ill: OBJECTIVES AND PURPOSES
Within the meaning of Section 509(a)(3)(A) of the Internal Revenue Code of 1954, as amended, the Regulations thereunder, and the corresponding provision of any applicable future United States Internal Revenue Law and Regulations, the Foundation exists to:
(a) Operate exclusively for charitable, literacy, or educational purposes, including but not limited to: merchandising; soliciting and receiving contributions, gifts, endowments, or bequeaths in any negotiable form; banking or investing receivables; and distributing assets for the benefit of the Foundation.
(b) Undertake any programs or projects to assist the City of San Bernardino Animal Services Department and that the City of San Bernardino Animal Services Director deems appropriate and advisable.
(c) To engage in any lawful act or activity for which nonprofit corporations may be organized and conducted in the State of California for the benefit of the City of San Bernardino Animal Services Department.

To accomplish these purposes, the Foundation may, without limitation, receive, Packet Page. 49
2 hold, and disburse gifts, bequests, devises, and other funds; and may own, maintain, or lease suitable real estate and buildings, or any personal property necessary for these purposes; and may enter into, make, perform, and carry out contracts of any kind for any lawful purpose without limit as to amount. All above activities, projects, and programs, once approved by the Board of Directors, will be implemented by the Animal Services Director.

In carrying out such purpose, the Foundation shall not, in any manner, be utilized to discharge any obligation of the City of San Bernardino. The support, promotion, and advancement afforded by this Foundation shall be in addition to, and supplementary to, any other programs sponsored by the City of San Bernardino.

ARTICLE IV: NONPARTISAN ACTIVITIES
The Foundation exists under the California Nonprofit Public Benefit Corporation Law for the public and charitable purposes described above, and it shall be nonprofit and nonpartisan. No substantial part of the activities of the Foundation shall consist of the publication or dissemination of materials with the purpose of attempting to influence legislation. The Foundation shall not participate or intervene in any political campaign on behalf of any candidate for public office.

The Foundation shall not, except in an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes described above.

ARTICLE V: DEDICATION OF ASSETS
The properties and assets of the Foundation are irrevocably dedicated to public, educational, or charitable purposes. No part of the net earnings, properties, or assets of the Foundation, on dissolution or otherwise, shall inure to the benefit of any private person or individual, or any member or director of the Foundation. On liquidation or dissolution, all properties and assets and obligations shall be distributed and paid over to an organization dedicated to charitable purposes, provided that the organization continues to be dedicated to the exempt purposes as specified in the Internal Revenue Code Section 501(c)(3).

ARTICLE VI: MEMBERSHIP
The Foundation shall have no members other than the Board of Directors. The Board shall, under any statute or rule of law, be the members of this Foundation and shall have all rights and powers members would otherwise have.

ARTICLE VII: BOARD OF DIRECTORS

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Section 1. General Corporate Powers. Subject to the provisions of the California Nonprofit Corporation Law and any limitations in the Articles of Incorporation and these Bylaws relating to action required to be approved by the members, the business and affairs of the Foundation shall be managed, and all corporate powers shall be exercised, by or under the direction of the Board of Directors.

Section 2. Specific Powers. Without prejudice to these general powers, and subject to the same limitations, the Board of Directors shall have the power to:
(a) Select and remove all officers of the Foundation; prescribe any powers and duties for them that are consistent with the law, with the Articles of Incorporation, and with these Bylaws.
(b) Adopt rules of procedure not inconsistent with the terms of this Foundation. (c) Change the principal executive office or the principal business office in the State of California from one location to another; cause the Foundation to be qualified to do business in any other State, territory, dependency, or country and conduct business within or outside the State of California; and designate any place within or outside the State of California for the holding of any members' meeting or meetings, including annual meetings.
(d) Borrow money and incur indebtedness on behalf of the Foundation, and cause to be executed and delivered for the Foundation's purposes, in the corporate name, promissory notes, bonds, debentures, deeds of trust, mortgages, pledges, hypothecations, and other evidences of debt and securities. (e) Delegate the performance of any duties or exercise of any powers to such officers or agents as may from time to time by resolution be designated.

Section 3. Number of Directors. The authorized number of at-large directors shall consist of seven (7) directors unless changed by amendment to these Bylaws. The exact number of directors shall be fixed, within those limits, by a resolution adopted by the Board of Directors. Any change in the number of directors shall be made by resolution.

In addition, the City of San Bernardino Animal Services Director, serving as the Chief Executive Officer of the Foundation, and the Agency Director of Administrative Services, serving as the Chief Fiscal Officer of the Foundation, shall serve as ex officio members of the Board of Directors.

Section 4. Terms and Selection of Directors. Each at-large Director shall serve a minimum of four (4) years. The City of San Bernardino Animal Services Director (Chief Executive Officer) and the City of San Bernardino Agency Director of Administrative Services (Chief Fiscal Officer) shall serve as ex officio members of the Board of Directors.

The City Council or its designee shall appoint at least five (5) but no more than seven (7) members of the Board of Directors through an application and selection process. Each director shall hold office for a term of four (4) years and until his or her successor shall have been selected and qualified. Terms shall be staggered in such a

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way that a minimum of one director is appointed each year. The initial terms of office for directors may be less than two years to avoid the need for appointing or reappointing all directors in the same year.

Section 5. Vacancies. All vacancies occurring because of the expiration of terms or for other reasons shall be filled by the Board of Directors through an application and selection process. A vacancy or vacancies in the Board of Directors shall be deemed to exist on the occurrence of the death, resignation, or removal of any director. Any person selected to fill a vacancy on the Board of Directors shall hold office for the remaining of his or her predecessor in office, subject to the power of removal contained herein. (a) Resignations. Except as provided in this paragraph, any director may resign, which resignation shall be effective on giving written notice to the President, the Secretary, or the Board of Directors, unless the notice specifies a later time for the resignation to become effective. If the resignation of a director is effective at a future time, the resignation becomes effective then. No director may resign when the Foundation would then be left without a duly elected director or directors in charge of its affairs. (b) No Vacancy or Reduction of Number of Directors. No reduction of the authorized number of directors shall have the effect of removing any director before that director's term of office expires.
(c) Removal of Directors by City Council. The City Council may remove any director without cause by a majority vote of the City Council. (d) Removal of Directors by Board of Directors. Directors may forfeit their positions on the Board if they have three consecutive absences without good cause and a majority of the remaining directors vote to remove such directors. Such action by the Board of Directors may be taken at any meeting of such Board upon the initiative of any director. The proceedings of the Board of Directors in such matters shall be approved by the City Council.

ARTICLE VIII: BOARD OF DIRECTORS MEETINGS
Section 1. Regular Meetings.
1) Annual Meeting of the Foundation. The Board of Directors shall conduct an annual meeting in the month of June, at which the Board shall, at a minimum:
present a summary of the events and activities of the year; present an Annual Financial Report of the receipts and expenditures, and the state of the monies and property of the Foundation; present and adopt a budget for the upcoming fiscal year; and elect officers of the Board for the ensuing year.
2) Other Regular Meetings. Other regular meetings of the Board of Directors may be held at such days and times as the Board of Directors may from time to time designate on at least a quarterly basis.
(b) Special Meetings. Special meetings of the Board of Directors for any

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purpose may be called at any time by the President, or any Vice President, or any two directors.

Section 3. Notice of Meeting.
(a) Written notice of every regular meeting shall be given each at-large Director at least seven (7) days before each meeting. Notice may be delivered personally by mail or by e-mail to the last known address of the addressee and, if mailed, is complete upon mailing. Written notice of any meeting shall also be given pursuant to this subsection to any person who requests such notice in writing.
(b) An agenda listing the matters to be considered at each meeting shall be given to each Director, and to any person so requesting at least seven (7) days before the meeting.

Section 4. Place of Meeting. Meetings of the Board of Directors shall be held at the Foundation’s principal office, and from time to time, at any place within the City of San Bernardino, which has been designated by resolution of the Board or by written consent of all members of the Board.

Section 5. Open Meetings. All meetings of the Board of Directors shall be open and public, and all persons shall be permitted to attend any meeting of the Board.

Section 6. Quorum. A majority of the total number of directors constitutes a quorum to transact any business. Every act or decision done or made by a majority of the directors present at a meeting duly held at which a quorum is present shall be regarded as the act of the Board of Directors, subject to the provisions of the California Nonprofit Corporation Law, especially those provisions relating to (i) approval of contracts or transactions in which a director has a direct or indirect material financial interest, (ii) creation of and appointments to committees of the Board, and (iii) indemnification of directors. A meeting at which a quorum is initially present may continue to transact business, notwithstanding the withdrawal of directors, if any action taken is approved by at least a majority of the required quorum for that meeting.

Section 7. Manner of Acting. The act of the majority of the directors present at a meeting which a quorum is present shall be the act of the directors.

Section 8. Voting. Each director shall be entitled to cast one vote on each matter submitted to a vote of the directors.

Section 9. Proxy. There shall be no proxy voting permitted for the transaction of any of the business of the Foundation.

Section 10. Minutes of Meeting and Conduct. Regular minutes of the meetings of the Board of Directors shall be kept in a book/journal for that purpose. The President of the Board shall preside at meetings of the Board of Directors. The Board of Directors may adopt its own rules of procedure to supersede Rosenberg’s Rules of Order, insofar as such rules are not inconsistent with, or in conflict with, these Bylaws, the Articles of incorporation of the Foundation, or with the law.

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Section 10. Compensation and Expenses. No Director shall receive any salary or other similar compensation for any services as director, however the Board of Directors may authorize the reimbursement of actual and necessary expenses incurred by individual Directors performing duties as Directors.

ARTICLE IX: OFFICERS
Section 1. Officers. The officers of the Foundation shall be a President, a Vice- President, and a Secretary.

Section 2. Appointment of Officers. The Board of Directors shall elect the officers of the Foundation from among the members of the board at its Annual Meeting in June.

Each officer shall serve a term of one year or until the appointment of his or her replacement. Officers may serve additional terms if approved by the Board.

Section 3. Removal of Officers. The Board of Directors may remove any officer, with or without cause, at any regular or special meeting of the Board.

Section 4. Vacancies in Offices. In the event of a vacancy in any office due to death, resignation, removal, or disqualification, the Board of Directors shall appoint any director to serve the remaining term of the vacated office, through an application and selection process.

Section 5. Responsibilities of Officers.
(a) President. The President shall preside over meetings of the Board. The President shall execute, with the Secretary, in the name of the Foundation all deeds, bonds, contracts, and other obligations and instruments authorized by the Board of Directors to be executed. The President, with assistance from the City of San Bernardino Animal Services Director, shall present a budget for approval of the Board at the annual meeting. The President shall have such other powers and duties as may be prescribed by the Board of Directors or the Bylaws. The President shall have a vote on all matters. (b) Vice President. In the absence or disability of the President, the Vice President shall perform all the duties of the President, and when so acting shall have all the powers of, and be subject to, all the restrictions upon, the President. The Vice Presidents shall have such other powers and perform such other duties as from time to time may be prescribed for them respectively by the Board of Directors or the President. (c) Secretary. The Secretary shall be responsible for following:
1) Agendas. The secretary shall prepare the agendas for the meetings. 2) Book of Minutes. The Secretary shall keep or cause to be kept, a book of minutes of all meetings and actions of directors and committees of directors, with the time and place of holding, whether regular or special, and, if special, how authorized, the notice given, the names of those present at such meetings, the number of directors present or represented at meetings, and the proceedings of such meetings. In

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case of absence or disability of the Secretary or his or her refusal or neglect to act, such notices may be provided by the President, the Vice-President, or by the Board of Directors, and shall discharge such other duties a pertain to the office or as prescribed by the Board of Directors. Copies of the minutes of the Board of Directors and of the committees shall be regularly distributed to each member of the Board of Directors. 3) Records. The secretary shall keep, or cause to be kept the names and addresses of all directors.
4) Notices and Other Duties. The Secretary shall give, or cause to be given, all required notices of the meetings of the Board of Directors. The Secretary shall have such other powers and perform such other duties as may be prescribed by the Board of Directors or the Bylaws.

ARTICLE X:_ CHIEF EXECUTIVE OFFICER
Section 1. Appointment. The City of San Bernardino Animal Services Director shall serve as the Chief Executive Officer of the Foundation beginning on the date the Board of Directors adopts these Bylaws.

Section 2. Responsibilities. The Chief Executive Officer shall:
(a) Serve as the chief executive and administrative officer of the Foundation; (b) Implement the policies and programs set forth by the Board of Directors; (c) Coordinates and oversees the activities of the Foundation; (d) Monitor day-to-day Foundation operations;
(e) Report to the Board of Directors on a regular basis regarding Foundation activity updates;
(f) Sell, lease or exchange any Foundation personal, mixed, or real property as may be directed by the Board of Directors;
(g) Shall execute and deliver deeds, assignments, transfers, mortgages pledges, leases, covenants, promissory notes, releases, and other instruments, sealed or unsealed, incident to any transaction in which the Foundation engages. (h) Present, with assistance from the Chief Fiscal Officer, a Foundation budget for approval of the Board at the annual meeting.

ARTICLE XI:_ CHIEF FISCAL OFFICER
Section 1. Appointment. The Agency Director of Administrative Services of the City of San Bernardino shall serve as the Chief Fiscal Officer of the Foundation beginning

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on the date the Board of Directors adopts these Bylaws.

Section 2. Responsibilities.
(a) Fiscal Year – the fiscal year of the Foundation shall begin on the first day of July and end on the last day of June in each year.
(b) Books of Account - The Chief Fiscal Officer shall keep and maintain, or cause to be kept and maintained, adequate and correct books and records of the properties and business transactions of the Foundation, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital, retained earnings, and other matters customarily included in financial statements.
(c) Deposit and Disbursement of Money and Valuables - The Chief Fiscal Officer shall deposit all money and other valuables, including donations, in the name and to the credit of the Foundation with such depositories as may be designated by the Board of Directors; shall disburse the funds of the Foundation as may be ordered by the Board of Directors; shall render to the President and Directors, an account of all transactions and the financial condition of the Foundation; and shall have other powers and perform such other duties as may be prescribed by the Board of Directors or the Bylaws. (d) Investment of Funds - The Chief Fiscal Officer shall invest and reinvest the distributable income of the Foundation on deposit with the Chief Fiscal Officer in such property, real, personal, or mixed, as deemed advisable by the Chief Fiscal Officer. Unless a restricted donation provides otherwise, "distributable income" means the total holdings of the Foundation, principle, and interest, less $2,500, which shall serve as the minimum holding of the Foundation. No principal or income shall be loaned to the Chief Fiscal Officer or to any director officer, or person that has at any time made a contribution to the Foundation. In any event, loans shall be made on the basis of an adequate interest charge and with adequate security.
(e) Borrowing - The Chief Fiscal Officer shall borrow money as directed by the Board of Directors and authorized by resolution.
(f) Annual Report - The Chief Fiscal Officer shall prepare an Annual Report to the Board of Directors not later than 180 days after the close of the Foundation’s fiscal year. Such report shall contain in appropriate detail the following information, duly certified by the Chief Fiscal Officer:
1) Assets and liabilities, including trust funds of the Foundation as of the end of the fiscal year;
2) Principal changes in assets and liabilities, including trust funds, during the fiscal year;
3) Revenue or receipts of the Foundation, both restricted and unrestricted to particular purposes, for the fiscal year;
4) Expenses or disbursements of the Foundation, for both general and restricted purposes, during the fiscal year; and
5) Any information as required by California Corporations Code, Section 6322.

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ARTICLE XII: COMMITTEES
Section 1. Committees of Directors. The Board of Directors may designate one or more committees of directors, each consisting of two or more directors, to serve at the pleasure of the Board. Such committees shall be designated by resolution. Any committee, excepting advisory committees, shall have all the authority of the Board to the extent provided in the resolution of the Board, except that no committee regardless of Board resolution may:
(a) Take any final action on matters which, under the Nonprom Corporation Law of California, requires approval of the entire Board; (b) Fill vacancies in any committee;
(c) Amend or repeal Bylaws or adopt new Bylaws;
(d) Amend or repeal any resolution of the Board of Directors which by its express terms is not so amendable nor repealable;
(e) Appoint any other committees of the Board of Directors or the members of these committees;
(f) Approve any the following types of transactions: (1) transactions in which one or more directors have a material financial interest; (2) transactions between the Foundation and one or more of its directors; or transactions between the Foundation and any person in which one or more of its directors have a material financial interest.

Section 2. Executive Committee.
(a) The Board of Directors may establish an Executive Committee. If so established, the Executive Committee shall be chaired by the President and shall consist of the President, Vice-President, and Secretary, and immediate past-President, if the immediate past-President is not holding another office. The Executive Committee shall have the power to act between meetings of the entire Board, to make recommendations to the Board, to pay bills of the Foundation, to approve contracts and purchase orders on behalf of the Board, not to exceed $5,000 per contract or purchase, answer legal and taxing authority correspondence, and to accept gifts, bequests, endowments, grants, and donations less than $50,000. Authority remains with the Board and any interim action must be ratified by the Board at its next meeting. (b) Meetings of the Executive Committee shall be governed by, and held and taken in accordance with these Bylaws, concerning meetings of directors, with such changes in the context of those Bylaws as are necessary to substitute the committee for the Board of Directors, except that the time for regular meetings of committees may be determined either by resolution of the Board of Directors or by resolution of the committee.

Minutes shall be kept of each meeting of the Executive Committee and shall be filed with the corporate records.

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Section 3. Advisory Committees. The Board of Directors may establish one or more advisory committees, each comprised of two or more directors, but no more than a majority of the total number of directors, to serve at the pleasure of the Board. Such committees shall be established by resolution. These advisory committees shall act only in an advisory capacity to the Board of Directors and shall be clearly titled as "advisory'' committees.

ARTICLE XII: INDEMNIFICATION OF DIRECTORS, OFFICERS AND OTHER AGENTS Section 1. Right of Indemnity. To the fullest extent permitted by law, this Foundation shall indemnify its Directors, Officers, employees, and other persons described in Section 5238 (a) of the California Corporations codes, including persons formerly occupying such position, against all expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any “proceeding,” as that term is used in that Section, and including any action by or in the right of the Foundation, by reason of the fact that the person is or was a person described in that Section. “Expenses,” as used by this bylaw, shall have the same meaning as in Section 5238 (a) of the California Corporations Code.

Section 2. Insurance. The Board of Directors shall adopt a resolution authorizing the purchase and maintenance of insurance on behalf of the Foundation’s Officers, Directors, employees, and other agents, against any liability asserted against or incurred by the Officer, Director, employee, or agent in such capacity or arising out of the Officer’s, Director’s, employee’s or agent's status as such, whether or not this Foundation would have the power to indemnify the agent against that liability.

ARTICLE XIII: CHECKS, CONTRACTS, LOANS, AND GIFTS
Section 1. Execution of Checks and Drafts. All checks, drafts, or other orders for payment of money, notes, or other evidences of indebtedness, issued in the name of or payable to the Foundation, shall be signed or endorsed by agent or agents of the Foundation (authorized City of San Bernardino personnel), including the Chief Fiscal Officer.

Section 2. Execution of Contracts. The Board of Directors, except as otherwise provided in these Bylaws, may authorize any officer or agent to enter into any contract or execute any instrument on behalf of the Foundation. Such authority may be general or confined to specific instances. Unless so authorized by the Board of Directors, or these Bylaws, no person shall have any power or authority to bind the Foundation by any contract or to pledge its credit to render it liable for any purpose or to any amount.

Section 3. Loans. The Board of Directors shall not make any loan of money or property to or guarantee the obligation of any Director or Officer, unless approved by the Attorney General.

Section 4. Borrowing. No loan shall be contracted on behalf of the Foundation

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and no evidence of indebtedness shall be issued in its name unless authorized by a resolution of the Board of Directors.

Section 5. Gifts. The Board of Directors may, at their discretion, accept on behalf of the Foundation, any contribution, gift, bequest, or device for the general purpose of for any specific purpose of the Foundations.

ARTICLE XIV: CONFLICT OF INTEREST
No member of the Board of Directors shall be financially interested in any contract or other transaction entered into by the Board of Directors, and any contract or transaction entered into in violation of this is void. No director may utilize information obtained by reason of Board membership for personal gain, and the Board of Director may recover any such gain realized.

ARTICLE XV: MAINTENANCE OF RECORDS AND AMENDMENTS
Section 1. Maintenance of Records. The Foundation shall keep the original or a copy of the Articles of Incorporation, these Bylaws as amended to date, the accounting books, records, and minutes of proceedings of the Board of Directors and any committees of the Board of Directors at the principal executive office of the Foundation or such place or places designated by the Board of Directors by resolution.

Section 2. Amendment of Articles of Incorporation. The Board of Directors may amend the Articles of Incorporation by resolution by a two-thirds vote of the Board of Directors. Notwithstanding the above, this Foundation shall not amend its Articles of Incorporation to alter any statement that appears in the original Articles of Incorporation of the names and addresses of the first Directors of this Foundation, nor the name and address of its initial agent, except to correct an error in such statement or to delete such statement after the Foundation has filed a "Statement by a Domestic Non-Profit Corporation" pursuant to Section 6210 of the California Nonprofit Corporation Law.

Section 3. Amendment of Bylaws. Amendments of these Bylaws may be adopted by resolution of the Board of Directors approved by two-thirds of the quorum present at such meeting.

Section 4. Rules. The Board of Directors may adopt, amend, or repeal rules not inconsistent with these Bylaws for the management of the internal affairs of the Foundation, and the governance of its officers, agents, committees, and employees.

ARTICLE XVI: DISSOLUTION
The Foundation shall continue in perpetuity, unless it is dissolved by a two-thirds vote of the Board of Directors and a resolution of the City of San Bernardino City Council.

Upon such dissolution, the assets of the Foundation shall revert to the City of San

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Bernardino, to be distributed exclusively for purposes that are consistent with the purpose of the Foundation.

ARTICLE XVII: MEMBERSHIP
The Foundation shall have no members within the meaning of the California Nonprofit Corporation Law. Any action which would otherwise require approval by such members shall require approval of the Board of Directors and the City of San Bernardino City Council.

ARTICLE XVIII: CONSTRUCTION AND DEFINITIONS
Unless the context requires otherwise, the general provisions, rules of construction, and definitions in the California Nonprofit Corporation Law shall govern the construction of these Bylaws. Without limiting the generality of the above, the masculine gender includes the feminine and neuter, the singular number includes the plural, the plural number includes the singular, and the term "person" includes both a corporation and a natural person.

ARTICLE XIX: CERTIFICATE OF SECRETARY
A Certificate of the Secretary of this Foundation shall be affixed to the original, or most recent amended version of the Bylaws, such Certificate to be in the following form:

CERTIFICATION OF SECRETARY
I DO HEREBY CERTIFY AS FOLLOWS:

That I am the duly elected, qualified and acting Secretary of the above named Foundation, that the foregoing BYLAWS were adopted by the Directors of said Foundation as the BYLAWS said Foundation on (date), and by the members on (date).

IN WITNESS THEREOF, I have hereunto set by hand this (day) of (month).

Board Secretary

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4 DISCUSSION
City of San Bernardino
Request for Council Action
Date: December 6, 2023
To: Honorable Mayor and City Council Members
From: Charles A. Montoya, City Manager
By: Mary Lanier, Director of Community, Housing, and
Economic Development
Department: Community, Housing, & Economic Development (CED) Subject: Approve Motel Voucher Program and Authorize
Professional Service Agreements with Local Motel
Operators to Provide Interim Shelter. (All Wards)
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Review and approve the Motel Voucher Program as presented or provide staff with modifications,

2. Approve the following Professional Service Agreements with local motel operators for the provision of motel rooms for homeless residents needing temporary shelter for a term beginning December 6, 2023 through December 6, 2024:
a. Century RSVP LLC to provide a minimum of 24 rooms at the Motel San Bernardino located in San Bernardino for a total not to exceed $604,800. b. Shiva SMt Inc. to provide a minimum of 20 rooms up to a maximum of 60 rooms at the Mayfair Inn located in Ontario for a total not to exceed $705,600.
c. Swami Shriji Investment Inc. to provide a minimum of 15 rooms up to a maximum of 80 rooms at the Super 8 Motel located in Redlands for a total not to exceed $604,995.
d. SB Express One LLC to provide a minimum of 28 rooms up to 75 rooms at the Super 8 Motel located in San Bernardino for a total not to exceed $1,008,000.

3. Authorize the City Manager or designee to take any further actions and execute any further agreements or documents as necessary to effectuate the implementation of the Motel Voucher Program.

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Executive Summary
The City seeks to implement a Motel Voucher Program to temporarily house homeless individuals and families while providing an array of supportive services to help bridge individuals to long-term housing. Professional Service Agreements with local motel operators are a critical component of the program as they will enable the City to increase the number of shelter beds available to offer unsheltered homeless individuals. The increase in shelter bed capacity will also enable the City to more readily enforce its anti-camping ordinances.

The anticipated cost to operate the interim shelter for one (1) year is $3,044,280.

Expenses will be covered by the following funding sources: Permanent Local Housing Allocation (PLHA), Community Development Block Grant-Coronavirus (CDBG-CV), and the American Rescue Plan Act (ARPA). There is no fiscal impact to the General Fund.

Background
On December 7, 2022, the Mayor and City Council unanimously agreed to allocate $12.5 Million in American Rescue Plan Act (ARPA) funding towards the development and operation of a low-barrier, non-congregate navigation center to help its unhoused residents, of which $4.5 Million was directed towards the Navigation Center’s operations.

On February 1, 2023, the Mayor and City Council unanimously voted to adopt a Resolution declaring a Homelessness State of Emergency in response to an ongoing statewide and regional homelessness crisis.

On May 17, 2023, the Mayor and City Council approved the City’s Homelessness State of Emergency Implementation Plan, which outlined the need for emergency and interim shelter as most of the City’s existing shelters are at or near full capacity.

On July 19, 2023, the Mayor and City Council approved an Amendment to Permanent Local Housing Allocation Funds to assist individuals experiencing homelessness.

On August 16, 2023, the Mayor and City Council approved a Substantial Amendment to Fiscal Year 2020-2021 Annual Action Plan associated with Community Development Block Grant Coronavirus Relief (CDBG-CV) funds to support interim shelter activities.

Discussion
The City seeks to implement a temporary Motel Voucher Program and utilize local motels to increase shelter bed capacity and provide temporary shelter to homeless individuals. Once the City reaches a shelter bed capacity threshold of 60% plus 1, it can resume its anti-camping ordinances.

Shelter Bed Capacity
The City has identified several operational shelter beds within the City, which is used to determine the number of emergency shelter beds still needed to meet a 60% plus 1

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4 threshold outlined by US District Judge David Carter who provided guidance to cities residing in the 9th Circuit. Judge Carter approved a settlement agreement between the City of Los Angeles and homeless advocate plaintiffs, and the agreement can serve as a guideline to the City. Using the 2023 Point in Time Count (PITC) data, the City aims to provide an additional 200 shelter beds to fulfill its 60% plus 1 threshold capacity.

Table 1: Example of Shelter Bed Needs Based on 2023 PITC 2023 Shelter Bed Need
City’s Unsheltered 1017
60% Threshold Allowance 610
# of Active Shelter Beds 415
Shelter Beds Still Needed 196
Although the City currently has a reported 1017 homeless individuals, it only needs to increase shelter bed capacity for its unsheltered population (i.e., individuals not residing in shelters), which means 196 shelter beds are still needed. It is important to note that the 2024 PITC is scheduled to take place on January 25, 2024. Should the number of unsheltered individuals increase, the shelter bed threshold capacity required by the City would also increase.

Staff examined several interim shelter options including the use of City-owned vacant land with modular or tension membrane structures or the use of public/private buildings. Unfortunately, each option proved to be very costly and time-consuming.

After extensive study, staff determined that the most efficient pathway to establishing interim housing remains the use of motels, especially with the cold weather season upon us. Motel units are move-in ready and provide built-in comforts and amenities.

However, the City understands that in order to be successful it must work with multiple motel operators, not just one.

Motel Voucher Program
The City’s Motel Voucher Program is designed to assist unhoused homeless individuals who may become displaced due to City encampment cleanup efforts.

Priority will be given to unhoused City residents. The purpose of the Motel Voucher Program is to provide interim shelter during the development and construction process of the City’s navigation center, hereby referred to as SB-HOPE CAMPUS. The Motel Voucher Program will enable unhoused individuals assessed by the City’s Homeless Outreach Team to temporarily reside in a safe, non-congregate space while connecting to local non-profit agencies that can provide case management services to help individuals stabilize and exit homelessness.

The City’s Motel Voucher Program will be operated by the City’s Homeless Outreach Team, who will refer individuals or families to participating motels after the required intake form and validation of eligibility status is completed. Intake and eligibility status information will be collected and entered into the County’s Homeless Management Information System (HMIS). Collected information helps the City qualify for additional funding when available and it highlights the level of service and types of assistance the

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4 City is providing to its unhoused community.

The Homeless Outreach Team will work in collaboration with the City’s Public Works Department. During encampment clean-ups, the outreach team will perform assessments and offer motel vouchers. This act will allow the City to perform public health and safety measures that benefit the entire community while offering services to displaced individuals.
•The Homeless Outreach Team will be responsible for verifying a person’s homeless status, performing assessments, directing unhoused participants to various contracted motels, and providing transportation if necessary. •The San Bernardino Police Department may also attest to the homeless status of individuals frequently found transient in the City and request a motel voucher from the City’s Homeless Outreach Team.

Eligibility Criteria
Individuals or households seeking to make use of any of these assistance types must meet the following criteria:

Participants must be “literally homeless,” as defined by HUD:
•Individual or family who lacks a fixed, regular, and adequate nighttime residence, meaning:
oHas a primary nighttime residence that is a public or private place not meant for human habitation; or
oIs living in a publicly or privately operated shelter designated to provide temporary living arrangements (including congregate shelters, transitional housing, and hotels and motels paid for by charitable organizations or by federal, state, and local government programs); or
oIs exiting an institution where (s)he has resided for 90 days or less and who resided in an emergency shelter or place not meant for human habitation immediately before entering that institution.

1. The San Bernardino Police Department may attest the homeless status of individuals frequently found transient in the City of San Bernardino, and whom the Police would consider to be San Bernardino residents for this reason.

2. The street outreach team is able to certify the homeless status of unhoused individuals they have engaged with and who meet one or more of HUD’s definitions for homelessness.

The Program’s intent is to prioritize services to individuals who are open and receptive to assistance such as case management services, which play a crucial role in helping people stabilize and break the cycle of homelessness. Motel Voucher Participants will be required to acknowledge a Code of Conduct (See Attachment 8) and must abide by motel policy rules.

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4 Case Management and Support Services
Case management plays a crucial role in helping unhoused people access services, health care, and housing connections. Any person referred to the City’s Motel Voucher Program will be required to participate and engage in case management services. The City is working with a couple of organizations that are willing to provide case management, support service connections and medical oversight to motel voucher participants at no cost to the City.
•Pair Team provides whole-person care as a free service by partnering with Medi-Cal plans and community networks. Pair Team offers wraparound medical/behavioral care and social resource coordination for underserved patients in San Bernardino and is willing to partner with the City’s Homeless Outreach Team to provide services to Motel Voucher Program participants at no cost to the city. Pair Team provides continuous care management and care coordination in the form of street medicine, specialists, and social resources (i.e., housing or food access).
•California University of Science and Medicine (CUSM) located in Colton, California has agreed to partner exclusively with the City’s outreach team to provide in-person medical services to homeless residents at no cost to the City.

Participants of the City’s Motel Voucher Program will be visited weekly by 2nd and 3rd year medical students placed in the motel by the outreach team. Also, they are 2nd and 3rd year local medical students who are taking classes and obtaining medical hours at Loma Linda Medical Center.

Length of Stay
Motel vouchers can be issued to individuals or families anywhere from one (1) day up to twenty-eight (28) days. The length of a motel stay will be determined on a case-by- case basis by the City’s outreach team. Motel voucher participants must participate in case management services. At times, it may be necessary to extend a person’s motel stay beyond twenty-eight days. The (28) day limit is due to situations when a person has secured some form of housing, but the individual needs a place to stay until their housing unit is ready for move-in, which could be in a few days or weeks. In cases like this, a homeless outreach worker can petition the City’s Housing Division for a motel stay extension. The Homeless Outreach Team will need to submit a written statement explaining the nature of the extended stay request along with verifiable documentation.

An additional 3 days can be granted by the Deputy Director of Housing and Homelessness, extensions beyond 3 days will require authorization from the Director of Community, Housing, and Economic Development.

Professional Services Agreements with Local Motel Operators Local Motel Operators are a critical component of the Motel Voucher Program as they enable the City to temporarily fill the current gap in available shelter beds. As such, the City released an RFP in search of motel operators who were willing to partner with the City to establish a Motel Voucher Program. Participants would have access to non- congregate emergency or interim shelters as well as access to case management and supportive services. Motel partners agree to accept vouchers in lieu of direct payment.

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4 The Motel Voucher Program RFP closed on October 16, 2023, with a total of four (4) proposal submissions. All submissions were vetted and accepted by the City.

Staff were successful in negotiating the use of 199 motel rooms, which will provide 259 beds as many of the motel units allow for either single or double bed occupancy. Only families, couples or friends will be asked to share rooms when appropriate. Some of the motel sites will be pet friendly. Most of the participating motels have entered into similar Agreements previously with the County and/or local non-profit agencies and are familiar with how the voucher system works.

Table 2 illustrates the number of motel operators, rooms, beds their respective facilities offer, and the total not-to-exceed amounts in their recommended agreements.

Table 2
Motel and Address
Single or
Double
Occupancy
# of
Rooms
Max #
of
Beds
Not to
Exceed
Amount
Motel San Bernardino
(Century RSVP LLC)
2528 W. Foothill Blvd.

San Bernardino, CA 92410
Single 24 24 $604,800
Mayfair Inn Ontario
(Shiva SMt Inc)
1120 E. Holt Blvd.

Ontario, CA 91761
Single or
Double 20 40 $705,600
Single 40Super 8 Motel Redlands
(Swami Shriji Investments)
1160 Arizona St.

Redlands, CA 92372 Double 40
120 $604,995
Super 8 Motel
(SB Express One LLLC)
205 E. Hospitality Ln.

San Bernardino, CA 92408
Single 75 75 $1,008,000
Totals 199 259 $2,923,395
Program Cost
The City has secured 199 motel rooms (259 beds) for a period of twelve (12) months, with the option to extend the contract on a month-to-month basis for up to six (6) additional months if needed. The overall cost of the program will be based on the number of rooms utilized daily and occupancy rate (one of the motels charges a higher rate for double occupancy). Should all of the motel rooms be utilized over a twelve (12) month period the cost could range from $2,936,196 to $3,010,596. The City will only be obligated to pay for rooms utilized by Motel Voucher Program participants.

The following funds have been identified to support the Motel Voucher Program Yr. 1:
•Permanent Local Housing Allocation (PLHA): $ 925,570

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4 •Community Development Block Grant Coronavirus (CDBG-CV): 1,145,120 •American Rescue Plan Act (ARPA): 973,500
Total $ 3,044,190
Staff will continue to pursue various grants to help offset expenses associated with the Motel Voucher Program. If for some reason additional funding is not located, staff will return to Council to approve the allocation of non-obligated ARPA funds to cover expenses beyond Year 1.
2021-2025 Strategic Targets and Goals
Establishing a Motel Voucher Program to increase shelter bed capacity and provide unhoused City residents with a safe, non-congregate interim shelter option by contracting with motel operators aligns with the City’s Homelessness State of Emergency Declaration and with Strategic Targets and Goal No. 3: Improved Quality of Life, which will help to reduce the loss of life for unhoused residents, increase access to mental health and substance abuse treatment, eliminate street encampments, promote long-term housing stability, and enhance the safety and hygiene of neighborhoods for all residents, businesses, and neighborhoods.

Fiscal Impact
There is no fiscal impact to the General Funds for this action.

Conclusion
It is recommended that the Mayor and City Council of the City of San Bernardino, California:

1. Review and approve the Motel Voucher Program as presented or provide staff with modifications,

3. Authorize the City Manager or designee to take any further actions and execute any further agreements or documents as necessary to effectuate the implementation of the Motel Voucher Program.

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4 Attachments
Attachment 1 PSA for Motel Services- Century RSVP LLC Attachment 2 PSA for Motel Services- Shiva SMt Inc
Attachment 3 PSA for Motel Services- SB Express One LLLC Attachment 4 PSA for Motel Svc- Swami Shriji investment Attachment 5 Inner City Motels
Attachment 6 Outside City Motels
Attachment 7 Code of Conduct and Waiver Form
Ward:

All Wards
Synopsis of Previous Council Actions:

August 4, 2021 Mayor and City Council received a report and discussed the allocation of ARPA Funds.

December 7, 2022 Mayor and City Council approved a Homelessness Solutions Action Plan, and $24.5 million in ARPA funds to help
mitigate homelessness.

February 1, 2023 Mayor and City Council declared a Homelessness State of Emergency.

May 17, 2023 Mayor and City Council approved a Homelessness State of Emergency Implementation Plan.

July 19, 2023 Mayor and City Council approved an Amendment to Permanent Local Housing Allocation Funds to assist
individuals experiencing homelessness.

August 13, 2023 Mayor and City Council approved a Substantial Amendment to FY2020-2021 Annual Action Plan associated with
Community Development Block Grant Coronavirus Relief
funds to support interim shelter activities.

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PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND CENTURY RSVP LLC
This Agreement is made and entered into as of December 6 , 2023 , by and between the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, CA 92401 (“City”), and Century RSVP LLC, with its principal place of business at 2528 West Foothill Boulevard, San Bernardino, CA 92410 (hereinafter referred to as “ Owners”). City and Owners are hereinafter sometimes referred to individually as “Party” and collectively as the “Parties.”

RECITALS

1. In compliance with the Homelessness State of Emergency, which was declared on February 1, 2023, the City is taking progressive steps to mitigate homelessness.

2. Because the shelters in the City of San Bernardino are at full capacity, the City has negotiated the use of up to 70 hotel/motel rooms from the Owner.

Hotel/Motel units will exclusively be used by the City’s Homeless Outreach Team, Hope the Mission (hereinafter referred to as the “Authorized Service Provider” and “HTM” ). All referrals will come directly from the City’s Authorized Service Provider , who will verify and provide homeless certification for each participant referred to a motel for interim shelter.

3. The interim shelter will be utilized while the City constructs its navigation center, which is estimated to take 10-12 months.

4. The goal of the interim shelter is to reduce the loss of life for unhoused residents, increase access to mental health and substance abuse treatment, eliminate street encampments, and enhance the safety and hygiene of neighborhoods and parks for all residents, businesses, and neighbors. Services will be low-barrier, trauma-informed, and data driven, and must remain flexible to support the needs of individuals receiving services, as well as to accommodate the limits of available local funds.

5. The City is a public agency of the State of California and is in need of hospitality services for the following project:

Hotel/Motel Voucher Program (hereinafter referred to as “the Project”). Participants of the City’s Hotel/Motel Voucher Program are to be treated as any other hotel/motel customer and receive the same level of standard amenities as any guest including clean linen and towels upon request. As such, the hotel/motel owner(s) or designee (i.e., property manager) has the right to refuse service or to discharge a participant for unlawful or unruly behavior that violates motel policy.

DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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6. Owners are duly licensed and have the necessary qualifications to provide such services.

7. The Parties desire by this Agreement to establish the terms for the City to retain hotel/motel units and services provided by the Owner described herein.

NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

AGREEMENT

1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated herein by this reference.

2. Services. Owner shall provide the City with the services described in the Scope of Services a ttached hereto as Exhibit “1” and incorporated herein by this reference. Owner owns and operates a hotel/motel facility under the business name Century RSVP LLC, located at 2528 West Foothill Boulevard, San Bernardino, CA 92410 (the “Hotel/motel”). Owner grants the City and its Authorized Service Provider the ability to rent rooms in Owner’s Hotel/motel for interim shelter as outlined in the “Rate Schedule” specified in Exhibit “B” of Exhibit 1. After an initial assessment, the Authorized Service Provider will:

A. Certify the person(s) are homeless in the City of San Bernardino by any form listed below:

1. Visual Contact In the field by the Contracted City outreach team, PD, Code Enforcement, Public Works, or the Homeless Service Coordinator.

2. Self-certification with document proof with ties to the City.

B. Create a screening to give priority to the elderly, families with children, and the disabled. (will be done by the City outreach team)
C. Establish homeless certification and document properly in HMIS (will be done by the City outreach team)
D. D evelop Forms for the hotel/motel voucher process that are not easily duplicated.

The client will bring in the form to the Hotel/motel to claim a room, within 24 hours of receipt of the Voucher. The Hotel/motel management and HTM will always have a point of contact for any issues that may arise during check-in or the client’s stay.

2.1. General Grant . Owner grants the City and its Authorized Service Providers to enter and use the Hotel/motel as described in Exhibit 1 to this Agreement.

City shall use the Hotel/motel solely for the purposes specified in Exhibit 1 of this Agreement and for such lawful purposes as may be directly incidental thereto.

DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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2.2. Condition of Premises . Owner has inspected the Hotel/motel and warrants that the physical condition and the property is suitable for Hotel/motel voucher referrals. Owner further warrants that the Hotel/motel is free from latent defects and presence of hazardous materials. Owner further warrants that Owner has the authority to enter into this Agreement and that there are no unknown conflicts regarding title to the Hotel/motel. Additionally, Owner warrants that there are no pending or threatened legal, administrative, arbitral or oth er proceedings, claims, actions or governmental or regulatory investigations of any kind or nature whatsoever pertaining to the Hotel/motel.

2.3. Eviction, Abandonment or Sale . In the case of the eviction of a participant of the Project by anyone owning o r obtaining title to the premises on which the Hotel/motel is located, or the sale or abandonment by Owner of said premises, Owner shall be liable to City for any damage of any nature whatsoever or to refund any payment made by City to Owner hereunder, inc luding the proportionate part of any recurring rental charge which may have been paid hereunder in advance.

3. Professional Practices. All professional services to be provided by Owner pursuant to this Agreement shall be provided by personnel identified in their proposal.

Owner warrants that Owner is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Owner’s performance of this Agreement. Owner further represents that no City employee will provide any services under this Agreement.

4. Compensation.
a. Subject to paragraph 4(b) below, the City shall pay for such services in accordance with the Rates Sch edule set forth in Exhibit “ B” of Exhibit 1 and incorporated herein by this reference.
b. In no event shall the total amount paid for services rendered by Owner under this Agreement exceed the sum of $604,800.00. This amount is to cover all related costs, and the City will not pay any additional fees for printing expenses. Invoicing shall occur as provided in Section 1.9 of Exhibit 1.
c. No expense reimbursements, including, but not limited to, reimbursements for travel, parking, lodging, and/or meals shall be paid to Owner unless such expense reimbursements: (i) are specifically provided for and described by nature and type in Exhibit “B”, below; (ii) appear on Owner’s monthly invoices to City; (iii) are supported by the appropriate receipts and other such documentation as the City shall require; and (iv) are directly related to the Scope of Services to be performed under this Agreement. In addition, any and all reimbursements shall be made in accordance with any City policy governing same.

5. Additional Work. If changes in the work seem merited by Owner or the City, and informal consultations with the other party indicate that a change is warranted, it shall DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Owner with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.
a. Adjustments. No retroactive price adjustments will be considered.

Additionally, no price increases will be permitted during the first year of this Agreement , unless agreed to by City and Owner in writing. Annual increases shall not exceed the percentage change in the Consumer Price Index- All urban consumers, All Items - (Series ID# CUURS49CSA0) Riverside-San Bernardino – Ontario, CA areas for the twelve (12) month period Januar y through January immediately preceding the adjustments and be subject to City’s sole discretion and approval (if needed) for budget funding by the City Council.

6. Term. The Term of this Agreement is as provided in Section 1.7 of Exhibit

1. 7. Maintenance of Records; Audits.
a. Records of Owner’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of four (4) years from the Effective Date.
b. Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Owner and made available at all reasonable times during the contract p eriod and for four (4) years from the date of final payment under the contract for inspection by City.

8. Time of Performance . Owner shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed. Owner shall complete the services required hereunder within Term.

9. Delays in Performance.
a. Neither City nor Owner shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeu re Event shall mean an event that materially affects the Owner’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governm ental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); and (4) pandemics, epidemics or quarantine restrictions. For pur poses of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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rules to protect the public health, welfare and safety. b. Should a Force Majeure Event occur, the non-performing Party shall, within a reaso nable time of being prevented from performing, gi ve written notice to the other P arty describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Delays shall not entitle Owner to any additional compensation regardless of the Party responsible for the delay. c. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

10. Compliance with Law.
a. Owner shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Owner shall assist the City, as requested, in obtaining and maintaining all permits required of Owner by federal, state and local regulatory agencies.
c. If applicable, Owner is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.

11. Standard of Care. Owner’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. Owner’s performance shall conform in all material respects to the requirements of the Scope of Work , attached hereto as Exhibit “ 1” and incorporated herein by this reference.

12. Conflicts of Interest. During the term of this Agreement, Owner shall at all times maintain a duty of loyalty and a fiduciary duty to the City and shall not accept payment from or employment with any person or entity which will constitute a conflict of interest with the City.

13. City Business Certificate. Owner shall, prior to execution of this Agreement, obtain and maintain du ring the term of this Agreement a valid business registration certificate from the City pursuant to Title 5 of the City’s Municipal Code and any and all other licenses, permits, qualifications, insurance, and approvals of whatever nature that are legally required of Owner to practice his/her profession, skill, or business.

14. Assignment and Subconsultant. Owner shall not assign, sublet, or transfer this Agree ment or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Owner from employing independent associates and subconsultants as Owner may deem appropriate to assist in the performance of services hereunder.

15. Independent Owner. Owner is retained as an independent contractor and is not an employee of City. No employee or agent of Owner shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided.

Any personnel performing the work governed by this Agreement on behalf of Owner shall at all times be under Owner’s exclusive direction and control. Owner shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Agreement and as required by law. Owner shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance.

16. Insurance. Owner shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section.

In addition, Owner shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Additional Insured
The City of San Bernardino , its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Owner’s and its subconsultants’ policies of commercial g eneral liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents. b. Commercial General Liability
(i) The Owner shall take out and maintain, during the
performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City.
(ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:

Insurance Services Office Commercial General Liability
coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
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(6) Explosion, Collapse and Undergro und (UCX)
exclusion deleted
(7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage
(9) Independent Consultants Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(v) The policy shall give City, its elected and appointed officials, officers, employees, agents , and City -designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured.
c. Automobile Liability
(i) At all times during th e performance of the work under this Agreement, the Owner shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give City, its elected and appointed officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. d. Workers’ Compensation/Employer’s Liability
(i) Owner certifies that he/she 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 he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Owner has employees at any time during the term of this Agreement, at all times during the performance of the work under this DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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Agreement, the Owner shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work cont emplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Owner shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section. e. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Owner shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Owner. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. f. Privacy/Network Security (Cyber)
At all times during the performance of the work under this Agreement, the Owner shall maintain privacy/network security insurance for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and the (4) introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. g. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

Combined Single Limit
Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal
injury, and property damage
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage
Employer’s Liability $1,000,000 per occurrence
Professional Liability $1,000,000 per claim and aggregate (errors and omissions)

Cyber Liability $250,000 per occurrence and aggregate

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(ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement.
h. Evidence Required
Prior to execution of the Agreement, the Owner shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include ori ginal copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25 -S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. i. Policy Provisions Required
(i) Owner shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Owner shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of the premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Owner shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Owner’s policy is primary insurance and that any insurance, self -insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. (iii) The retroactive date (if any) of each policy is to be no lat er than the effective date of this Agreement. Owner shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Owner shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims -made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide waiver of subrogation in favor of the City, its officials, officers, employees, agents, independent contractors, subcontractors, and volunteers or shall specifically allow Owner or others providing insurance evidence in compliance with these specifications to waive their right of DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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recovery prior to a loss. Owner hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. Each policy of insurance shall be endorsed to reflect such waiver. (v) The limits set forth her ein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Owner from liability in excess of such coverage, nor shall it limit the Owner’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. j. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or
companies with a current A.M. Best's rating of no less than A: VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
k. Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Owner, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Owner pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by City will be promptly reimbursed by Owner or City will withhold amounts sufficient to pay pr emium from Owner payments. In the alternative, City may cancel this Agreement.
(iii) The City may require the Owner to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. l. Subconsultant Insurance Requirements. Owner shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insuranc e provided by such DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Owner, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.

17. Indemnification.
a. To the fullest extent permitted by law, Owner shall defend (with counsel reasonably approved by the City), indemnify and hold the City, its elected and appointed officials, officers, employees, agents, and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damag e or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, “Claims” ) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Owner, its off icials, officers, employees, subcontractors, Owners or agents in connection with the performance of the Owner’s services, the Project, or this Agreement, including without limitation the payment of all damages, expert witness fees , attorneys’ fees and othe r related costs and expenses. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City. Owner's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, the City Council, members of the City Council, its employees, or authorized volunteers. Owner’s indemnification obligation shall survive the expiration or earlier termination of this Agreement. b. If Owner’s obligation to defend, indemnify, and/or hold harml ess arises out of Owner’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Owner’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Owner in the p erformance of the services or this Agreement, and, upon Owner obtaining a final adjudication by a court of competent jurisdiction, Owner’s liability for such claim, including the cost to defend, shall not exceed the Owner’s proportionate percentage of fault.

18. California Labor Code Requirements. Owner is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Owner agrees to fully comply with such Prevailing Wage Laws, if applicable. Owner shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged f ailure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Owner and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

19. Verification of Employment Eligibility. By executing this Agreement, Owner verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.

20. Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California.

21. Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving thirty (30) calendar days’ written notice to Owner.

In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. City shall pay Owner the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Owner of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other tha n the charges or portions thereof which are specified herein. Owner shall not be entitled to payment for unperformed services and shall not be entitled to damages or compensation for termination of work.
b. Owner may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days’ written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Owner.

22. Attorneys’ Fees . In the e vent that litigation is brought by any Party in connection with this Agreement, the prevailing Party shall be entitled to recover from the opposing Party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing Party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. The costs, salary, and expenses of the City Attorney’s Office in enforcing this Agreement on behalf of the City shall be considered as “attorneys’ fees” for the purposes of this Agreement.

23. Responsibility for Errors. Owner shall be responsible for its work and results under this Agreement. Owner, when requested, shall furnish clarification and/or explanation as may be require d by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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omission attributable to Owner’s professional services occurs, Owner shall, at no cost to City, provide all o ther services necessary to rectify and correct the matter to the sole satisfaction of the City and to participate in any meeting required with regard to the correction.

24. Prohibited Employment. Owner shall not employ any current employee of City to perform the work under this Agreement while this Agreement is in effect.

25. Costs. Each Party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the pe rformance of its obligations hereunder except as expressly provided herein.

26. Documents. Except as otherwise provided in “Termination or Abandonment,” above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City.

27. Organization. Owner shall assign someone to act as a Primary contact to engage with the City during the City’s Voucher Program . The Primary Contact shall not be removed from the Project or reassigned without the prior written consent of the City.

28. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above.

29. Notice. Notice must comply with Section 1.10 of Exhibit 1.

30. Third Party Rights . Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Owner.

31. Equal O pportunity Employment . Owner represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non -discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

32. Entire Agreement. This Agreement, including Exhibit “ 1,” represents the entire understanding of City and Owner as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereun der. Each Party acknowledges that no representations, ind ucements, promises , or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This is an integrated Agreement.

33. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect.

34. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, admi nistrators and assigns of eac h P arty to this Agreement. However, Owner shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shal l be invalid and void.

35. Non-Waiver. The delay or failure of either Party at any time to require performance or compliance by the other Party of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance.

No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. The waiver of any right or remedy with re spect to any occurrence or event shall not be deemed a waiver of any right or remedy with respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

36. Time of Essence. Time is of the essence for each and every provis ion of this Agreement.

37. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain, or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

38. Amendments. Only a writing executed by all of the Parties hereto or their respective successors and assigns may amend this Agreement.

39. City’s Right to Employ Other Owners. City reserves its right to employ other Owners, including engineers, in connection with this Project or other projects.

40. Prohibited Interests . Owner maintains and warrants that it has neither employed nor retained any company or person, other than a bona fide employee working solely for Owner, to solicit or secure this Agreement. Further, Owner warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Owner, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement.

For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no official, officer or employee of City, during the term of his or her se rvice with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

41. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an ori ginal. All counterparts shall be construed together and shall constitute one single Agreement.

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42. Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf o f said Parties and that by doing so, the Parties hereto are formally bound to the provisions of this Agreement.

43. Electronic Signature . Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature.

44. Federal Provisions.

Funds from the Coronavirus State Fiscal Recovery Fund and/or the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds (“CSLFRF”) program, will be used to fund all or a portion of this Agreement. As applicable, Owner shall comply with all federal requirements including, but not limited to, the following, all of which are expressly incorporated herein by reference:

44.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”);

44.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act;

44.3 Treasury Compliance and Reporting Guidance for the Act;

44.4 2 C.F.R. Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the U.S. Department of the Treasury may determine are inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the U.S. Department of the Treasury;

44.5 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and

44.6 Federal contract provisions attached hereto as Exhibit “ 2” and incorporated herein by reference.

Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in this Agreement. With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control.

[SIGNATURES ON FOLLOWING PAGE]
DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO

AND CENTURY RSVP LLC

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

Charles A. Montoya
City Manager

Date:

ATTESTED BY:

Genoveva Rocha, CMC
City Clerk

APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

CENTURY RSVP LLC

Signature
Vishal Patel
Name

Owner
Title

Date:

DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760 11/30/2023

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Exhibit 1
Scope of Work/Lease Option

Bridge to Placement Scope of work

1.1 Hotel /Motel Facility. Owner represents that it owns and operates a hotel facility under the name San Bernardino Motel located at 2528 W Foothill Blvd, San Bernardino, CA 92410 (“Hotel”). Owner represents that its ownership and operation of the Hotel is in full compliance with all federal, state, and local laws, and shall so remain throughout the entire term of this Agreement without interruption. The owner should provide the same level of maintenance on all shelter rooms as he would provide to any guest. All utilities and internet shall be covered and not an additional charge to shelter operator.

1.2 Authorized Service Providers. The homeless-service providers listed in Exhibit A to this Exhibit 1 shall be referred to herein as “Authorized Service Providers.” City reserves the right to revise the listed Authorized Service Providers (e.g., adding or deleting homeless-service providers) by providing notice of such revision in writing.

Employees/agents of Authorized Service Providers, and only such persons, are hereby authorized and shall have the right to request the lodging of persons being housed pursuant to the Bridge to Placement (“Bridge to Placement”), check-in such participants into the Hotel (subject to guest-room availability), incur room-rate charges payable by City pursuant to this Agreement, and enter and use the Hotel as provided for in this Agreement.

1.3 Check-in Procedures for Bridge To Placement Participants. Before checking-in a Bridge to Placement Participant, the Owner shall ensure that an employee/agent of an Authorized Service Provider is present at the Hotel to check -in such participant, and Owner shall verify the employee/agent’s affiliation with the Authorized Service Provider by requesting sufficient identification and documentation. Owner shall not require identification from a Bridge to Placement Pa rticipant for any purpose, including check -in or access to the Hotel. In addition to the name of the Bridge to Placement Participant being checked -in, Owner shall document the name and contact information of the Authorized Service Provider. Before check -in, Owner shall ensure that the employee/agent of the Authorized Service Provider inspects, photographs, and documents the condition of the guest room to be occupied by the Bridge to Placement, in addition to the common area in the vicinity of such guest room. Notwithstanding anything to the contrary herein, City shall have no liability or obligation, including without limitation for the payment of room rates or any damages, for Hotel guests that were not physically accompanied by an employee/agent of an Auth orized Service Provider at check -in or if Owner does not comply with the provisions of this Section 1.3.

1.4 Check-out of Bridge to Placement Participant. Before checking-out a Bridge to Placement Participant, Owner shall ensure that an employee/agent of the Authorized Service Provider that previously checked -in the participant is present at the Hotel to check-out the participant, and Owner shall verify the employee/agent’s affiliation with the Authorized Service Provider by requesting sufficient identific ation and documentation.

Before check-out, Owner shall ensure that the employee/agent of the Authorized Service DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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Provider inspects, photographs, and documents the condition of the guest room previously occupied by a Bridge to Placement Participant, in addition to the common area in the vicinity of such guest room. If any Bridge to Placement Participant attempts to check-out of the Hotel without being accompanied by an employee/agent of the Authorized Service Provider that checked -in the participant, Owner sh all immediately notify the Authorized Service Provider and allow sufficient time, but in no event less than twenty-four (24) hours, to permit an employee/agent of the Authorized Service Provider to inspect, photograph, and document the condition of the gue st room previously occupied by the participant, in addition to the common area in the vicinity of such guest room. Notwithstanding anything to the contrary herein, City shall have no liability or obligation for the payment of any damages to Hotel property if Owner does not fully comply with the provisions of this Section 1.4.

1.5. Access to and Use of Hotel by Authorized Service Providers.

Employees/agents of Authorized Service Providers, at City’s sole cost and expense, shall have the right to book and occupy up to two (2) guest rooms at the Hotel for their own use at any time during the Term of this Agreement. In the event the Authorized Service Providers have not already exercised their right to book and occupy the two (2) guest rooms and the Hotel is approaching full occupancy (approaching full occupancy means 90% occupancy or greater), Owner shall notify the Authorized Service Providers 72 hours in advance and the Authorized Service Providers shall thereafter have 48 hours to notify Owner that it will exercise the rights granted in this section. Owner acknowledges and agrees that such rooms will be used primarily for office and administrative purposes in connection with the Bridge to Placement Initiative and some furniture may be rearranged accordingly. Authorized Service Providers shall also have the right to have personnel onsite in any room reserved/leased by the Authorized Service Providers and in common areas at the Hotel around -the-clock to provide oversight, security, and monitoring of Bridge to Placement Participants staying at the Hotel.

1.6. Daily Room Rate. The all-inclusive daily room rate for City guests are identified in Exhibit B. Under no circumstance shall Owner require, request, or receive payment of any additional or separate amount f rom Authorized Service Providers or Bridge to Placement Participants. Owner shall provide replacement guest -room keys to Bridge to Placement Participants and employees/agents of Authorized Service Providers at Owner’s sole cost and expense. City and Owner represent and agree that neither Party shall receive any form of payment or other consideration, whether monetary or in -kind, from Bridge to Placement Participants for access to or use of guest rooms, or for any other reason or purpose. City shall not be r esponsible for the payment of room -rate charges incurred by any Hotel guest other than Bridge to Placement Participants or employees/agents of Authorized Service Providers whose occupancy at the Hotel fully complies with each and every provision of this Agreement.

1.7. Term. The term of this Agreement (“Term”) shall commence on the date on which the City Clerk of San Bernardino attests this Agreement and shall expire twelve (12) months thereafter unless the term is extended or terminated earlier pursuant to provisions of this Agreement. City shall have one (1) option to extend the Term for a period of six (6) months, commencing on the first day following the expiration of the Term. In order to DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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exercise the option, City must give written notice to Owner of such exercise no later than thirty (30) days before the expiration of the Term. Notwithstanding any other provision herein, City shall have the unilateral right to terminate this Agreement at any time for any or no reason upon thirty (30) days’ written noti ce to Owner. City shall have no obligation to pay for any charges incurred after this Agreement's expiration or termination. Expiration or termination of this Agreement shall have no effect on City’s obligation to pay for charges properly incurred during the Term hereof.

1.8. Holdover. In the event a Bridge to Placement Participant or employee/agent of an Authorized Service Provider continues to occupy a guest room after the expiration of the Term,
including any extensions thereof, this Agreement shall be automatically extended on a month-to-month basis subject to the terms and conditions in effect immediately before the Term’s expiration. The month-to-month holdover shall continue until either Party gives the other thirty (30) days’ prior written notice of its intention to terminate such holdover.

1.9. Invoices. On a Monthly basis (), the Owner shall provide City with an invoice, along with all supporting documents therefore, using the “Bridge to Placement Cover Sheet” attached hereto as Exhibit C (as amen ded by City from time to time). Such invoice shall be provided to City as an attachment to an email sent to [email protected]. Invoices shall specify each guest room occupied by a participant of the bridge to plac ement program. Guest Name, the check-in date of the guest, the number of days the room was occupied thereby, Check-out date and the total amount of charges owed by City based on the all-inclusive daily room rate set forth in Section 1.6. City shall pay suc h properly detailed and supported invoices in arrears within forty-five (45) days from receipt thereof.

City’s obligation to pay such invoices is contingent on Owner providing City with all information and documents necessary to process the invoices. Upon request, Owner shall make available for inspection and copying all records and documents pertaining to this Agreement, including without limitation invoices submitted and payments received. All guest confirmation will be cross -referenced with providers master log of participants, to verify the charge is from an enrolled participant/s of the shelter.

1.10. Notices. All notices and demands permitted or required to be given by either Party to the other under this Agreement shall be in writing. Such notices and demands shall be (a) personally delivered (including by means of professional messenger service); (b) sent by United States Postal Service (“USPS”) registered or certified mail, postage p repaid, return receipt requested; (c) sent by an alternate commercial overnight delivery service (e.g., FedEx or UPS) with receiver’s signature required; or (d) sent by email, along with a hard copy concurrently sent by means of USPS registered/certified m ail or an alternate commercial overnight delivery service. All notices and demands are effective upon receipt. The Hotel’s name and physical address shall be included in all notices and demands. All notices and demands shall be addressed as follows:

To City:

City of San Bernardino
Housing and Homeless
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Attention: Housing Department (Homeless Coordinator)
201 North E Street, 3rd Floor
San Bernardino, CA 92401

Mail: 290 North D Street
San Bernardino, CA 92401

Email: [email protected]

Century RSVP LLC
San Bernardino Motel
Attention: Vishal Patel
2528 West Foothill Boulevard
San Bernardino, CA 92410

Email: [email protected]

1.11. Services, Utilities, and Supplies to be Furnished by Owner. Owner, at its sole cost and expense, shall perform standard hotel services, including, without limitation the following:

1.11.1. Keep and maintain the Hotel in good condition and repair, including without limitation lighting fixtures, electrical systems, plumbing fixtures and systems, HVAC filters and systems, mechanical systems, smoke detectors, elevators (if any), and fire alarms, extinguishers, and sprinklers. Owner shall immediately notify the Authorized Service Provider if there are any issues with the aforementioned room conditions by providing notice as specified in section 1.10.

1.11.2. Furnish all standard utilities, including without limitation water (both hot and cold), electricity, gas (if applicable), trash-disposal, and sewer services.

1.11.3. Perform standard housekeeping and custodial services (e.g., vacuuming floors, dusting surfaces, cleaning bathrooms, and replacing toiletries) to guest rooms occupied by Bridge to Placement Participants in accordance with the Hotel’s standard practices, but in no event less than every three (3) days.

1.11.4. Provide fresh linens (e.g., bed sheets and bath towels) to guest rooms occupied by Bridge To Placement Participants in accordance with the Hotel’s standard practices, but in no event less than every three (3) days.

1.11.5. Maintain and repair guest -room furniture, fixtures, and equipment (e.g., beds, televisions, and refrigerators) that the Hotel typically provides to guests in its regular course of business. To the fullest extent made available, offered, or furnished to other guests in the Hotel’s ordinary course of business, Owner shall provide City guests with the following items, amenities, and services at no charge, irrespective of whether Owner ordinarily charges therefor: (a) use of parking DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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spaces designated for Hotel guests twenty -four (24) hours a day, seven (7) days a week; (b) access to basic cable television; (c) use of wireless internet services ; (d) keeping of pets in guest rooms; and (e) use of guest -room appliances (e.g., refrigerators and microwaves). Except those listed in the preceding sentence, Owner shall not make available, offer, or furnish to City guests any item, amenity, or service f or which the Hotel charges amounts beyond those included in room rates, including without limitation food, drinks, pay -per-view television, and room service. Owner shall coordinate with the employee/agent of the Authorized Service Provider checking-in a Br idge to Placement Participant to ensure that all such items, amenities, and services are disabled, blocked, or removed from the guest room before occupancy by a City guest. Under no circumstance shall City be obligated to pay for any such additional charges, and Owner agrees not to charge City for such services to the extent that the Owner provides them.

1.12. Prohibited Participant Conduct. Owner shall immediately alert the Authorized Service Provider that checked -in a Bridge to Placement Participant (fol lowed by written notice to City) should the Owner determine that a Bridge to Placement Participant is doing any of the following at the Hotel:

1.12.1. Engaging in any illegal activity, including without limitation the use, purchase, or sale of illegal drugs;

1.12.2. Damaging Hotel property;

1.12.3. Harassing or threatening Hotel staff, guests, or visitors, including without limitation other Bridge to Placement Participants; or

1.12.4. Unreasonably interfering with Hotel staffs’ ability to perform standard hotel services, including without limitation those specified in Section 1.11.

1.12.5 The Motel room is provided for the Participant(s), and only the approved participant(s) will be allowed to stay in or occupy the motel room. Unapproved guests found in the room will result in immediate removal of the guest.

1.13. No Recovery for Incidental Damages or Lost Profits. Neither Party shall be liable for incidental, consequential, special, or indirect damages of any kind, including without limitation loss of business, revenue, profits, reputation, or good will arising from or relating to this Agreement. Irrespective of categorization (e.g., direct versus indirect), neither Party shall be liable for loss of business, revenue, profits, reputation, or good will arising from or relating to this Agreement.

2.0 Post-occupancy Condition of Guest Rooms. At the conclusion of occupancy by a City guest, the City shall deliver the guest room occupied by the participant in good order and
condition as when received, except for the following:
(a) reasonable wear-and-tear;
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(b) damages resulting from fire, earthquake, or other casualty; (c) damages resulting from circumstances over which City or its officers, employees, agents, contractors, or subcontractors had no control; (d) damages caused by the acts, omissions, or conduct of Owner or its officers, employees, agents, contractors, or subcontractors; or
(e) damages caused by the act, omissions, or conduct of third parties that are unaffiliated with City or the Bridge to Placement Initiative.

All other damages to the Hotel caused by City or Bridge to Placement Participants shall be repaired by Owner at City’s sole cost and expense pursuant to the terms and conditions set forth in Section 2.1 and Section 2.2

2.1. Restoration of Premises. Subject to the exceptions set forth in Section 2.0 and the limitations set forth in Section 2.2, City shall reimburse Owner for all costs and expenses actually incurred and paid by Owner for restoration of the Hotel necessitated by damages caused by City, its officers, employees, agents, contractors, or subcontractors, or Bridge to Placement Participants. All restoration costs and expenses shall be preapproved by City based on reasonable commercial-standard estimates. City shall have the right to inspect the damaged property, verify to City’s satisfaction the cause of such damage, and evaluate the reasonableness of the scope and dollar amount of the proposed restoration. City shall not unreasonably delay, condition, or withhold its preapproval. City shall have no obligation to reimburse Owner for costs and expenses incurred without City’s preapproval. Owner’s failure to comply with the requirements set forth in Section 1.3 (Check-in of Bridge to Placement) or Section 1.4 (Check-out of Bridge to Placement Participants)—including without limitation Owner’s obligation to ensure that employees/agents of Authorized Service Providers inspect, photograph, and document the condition of guest rooms, in addition to the common area in the vicinity of such guest rooms, at both check-in and check-out—shall relieve City of any obligation to reimburse Owner for the proposed restoration under this Agreement or otherwise.

2.2 Avoidable Damages Not Recoverable. Notwithstanding anything to the contrary in this Agreement or elsewhere, City shall have no obligation for the payment of any damage, loss, injury, cost, or expense putatively caused by a Bridge to Placement Participant if such damage, loss, injury, cost, or expense cou ld have been avoided altogether or mitigated to any extent through the Owner’s exercise of due care and its compliance with the provisions of this Agreement, including without limitation Section 1.11 (Services, Utilities, and Supplies to be Furnished by Owner) and Section 1.12 (Prohibited Participant Conduct).

2.3 Specific Performance. The Parties agree that City’s primary purpose and interest in entering into this Agreement is to secure interim housing for persons experiencing homelessness. Accordingly, i n any legal action for breach of this Agreement, City shall have the right to pursue the remedy of specific performance, in addition to all other remedies at law or equity. In the event of any action wherein the City seeks specific performance of this Agreement, Owner shall waive the defense that a remedy at law would be adequate.

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2.4. Quiet Enjoyment. While keeping and performing covenants of this Agreement, City shall peaceably and quietly hold and enjoy guest rooms occupied by Bridge to Placement Participants without hindrance or interruption by Owner or any other persons claiming by or under Owner (subject to any relevant provisions set forth in this Agreement).

2.5. Casualty and Destruction. If fire, earthquake, or other casualty results in the total destruction of the Hotel, this Agreement shall terminate automatically. If such casualty renders ten percent (10%) or less of the Hotel unusable for the intended use, Owner shall restore the premises as quickly as reasonably possible, but in any event within thirty (30) days. If such casualty renders more than ten percent (10%) of the Hotel unusable but does not constitute total destruction, Owner shall forthwith give notice to City of the specific number of days required to restore the premises. If Owner d oes not give notice within fifteen (15) days after such partial destruction, or if the notice specifies that restoration will require more than ninety (90) days to complete from the notice date, City shall have the right to elect either to terminate or con tinue this Agreement at City’s sole and absolute discretion.

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Exhibit A

List of Authorized providers

HOPE THE MISSION
Attention.: Ken Craft, CEO
16641 Roscoe Place
North Hills, CA 91343

Hotel Liaison: Elisabel Castillo
Sr. Regional Director of Programs
Hope the Mission
PO Box 7609
Mission Hills, CA 91346
Office: (818) 392-0020
Cell: (818) 916-0781

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Exhibit B

Rates Schedule

Month RATE 1 Minimum Rooms Weekly Rate 1
w/tax Monthly Total Range
1 $70 24 $1680 $50,400.00
2 $70 24 $1680 $50,400.00
3 $70 24 $1680 $50,400.00
4 $70 24 $1680 $50,400.00
5 $70 24 $1680 $50,400.00
6 $70 24 $1680 $50,400.00
7 $70 24 $1680 $50,400.00
8 $70 24 $1680 $50,400.00
9 $70 24 $1680 $50,400.00
10 $70 24 $1680 $50,400.00
11 $70 24 $1680 $50,400.00
12 $70 24 $1680 $50,400.00
Annual not to exceed: $604,800.00

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Exhibit C

Payment Request Cover Sheet

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EXHIBIT 2

FEDERAL CONTRACT PROVISIONS

During the performance of this Agreement, Owner shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “2”.

1. REQUIRED CONTRACT PR OVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NO N-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327)
(a) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience.
(b) Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Owner agrees as follows during the performance of this Agreement:
(i) The Owner will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Owner will take affirmative action to ensure that applicants are employed, a nd that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, o r transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Owner agrees to post in conspicuous places, available to employees and applica nts for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
(ii) The Owner will, in all solicitations or advertisements for employees placed by or on behalf of the Owner, state that all qualified applicants will r eceive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(iii) The Owner will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure i s in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Owner's legal duty to furnish information.

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(iv) The Owner will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Owner's commitments u nder this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (v) The Owner will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(vi) The Owner will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (vii) In the event of the Owner's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Owner may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (viii) The Owner will include the portion of the sentence immediately preceding paragraph (i) and the provisi ons of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Owner will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event the Owner becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Owner may request the United States to enter into such litigation to protect the interests of the United States.

The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if t he City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement.

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with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's prim ary responsibility for securing compliance.

The City further agrees that it will refrain from entering into any contract o r contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has n ot demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contrac tors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

(c) Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF.
(d) Appendix II to Part 200 (D) – Copeland “Antti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF.
(e) Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act:
(i) Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall req uire or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.
(ii) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Owner and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. (iii) Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Owner or subcontractor under any such contract or any other Federal contract with the Owner, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Owner, such sums as may be deter mined to be necessary to satisfy any liabilities of Owner or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section.
(iv) Subcontracts. The Owner or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Owner shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section.
(f) Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Owner wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreeme nt,” the Owner must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency..
(g) Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act:
(i) Pursuant to the Clean Air Act, (1) Owner agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Ac t, as amended, 42 U.S.C. § 7401 et seq., (2) Owner agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropria te Environmental Protection Agency Regional Office, and (3) Owner agrees to include these requirements in each subcontract exceeding $150,000.
(ii) Pursuant to the Federal Water Pollution Control Act, (1) Owner agrees to comply with all applicable standards, or ders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Owner agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as requi red to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Owner agrees to include these requirements in each subcontract exceeding $150,000.

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(h) Appendix II to Part 200 (H) – Debarment and Suspension:
(i) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Owner is required to verify that none of the Owner, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).
(ii) Owner must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulati ons in any lower tier covered transaction it enters into.
(iii) This certification is a material representation of fact relied upon by City. If it is later determined that Owner did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment.
(iv) Owner warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for par ticipation in any federal programs. Owner also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Owner further agrees to notify the City in writing immediately if Owner or its subcontractors are not in compliance during the term of this Agreement. (i) Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,00 0 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency.
(j) Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials:
(i) Owner shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the val ue of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement.

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(ii) In the performance of this Agreem ent, the Owner shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price.
(iii) Information about this requirement, along with the list of EPA - designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. (iv) The Owner also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” (k) Appendix II to P art 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment:
(i) Owner shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunication s equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115 –232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (1) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (2) Telecommunications or video surveillance services provided by such entities or using such equipment.
(3) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. (ii) See Public Law 115-232, section 889 for additional information. (l) Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement:
(i) Owner shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts.

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(ii) For purposes of this section:
(1) “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (2) ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.

2. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) (a) Owner shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be disc riminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. (b) Affirmative steps shall include:
(i) Placing qualified small and minority businesses and women's business enterprises on solicitation lists;
(ii) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (iii) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation b y small and minority business, and women's business enterprises;
(iv) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and
(v) Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce.
(c) Owner shall submit evidence of compliance with the foregoing affirmative steps when requested by the City.

3. COMPLIANCE WITH U.S . DEPARTMENT OF THE TREASURY

CORONAVIRUS LOCAL FI SCAL RECOVERY FUND A WARD TERMS AND

CONDITIONS
(a) Maintenance of and Access to Records. Owner shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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regarding the foregoing. Owner agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Owner which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Owner for a period of five (5) years after completion of the Project. (b) Compliance with Federal Regulations. Owner agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing.

Owner also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following:
(i) Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.
(ii) Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R.

Part 170 is hereby incorporated by reference.
(iii) OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. (iv) Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.
(v) Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R.

Part 20.
(vi) New Restrictions on Lobbying, 31 C.F.R. Part 21.
(vii) Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. (c) Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Owner agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following:
(i) Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance.

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(ii) The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. (iii) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance.
(iv) The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receivi ng federal financial assistance.
(v) Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.
(d) False Statements. Owner understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.
(e) Protections for Whistleblowers.
(i) In accordance with 41 U.S.C. § 47 12, Owner may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contra ct (including the competition for or negotiation of a contract) or grant.
(ii) The list of persons and entities referenced in the paragraph above includes the following:
(1) A member of Congress or a representative of a committee of Congress;
(2) An Inspector General;
(3) The Government Accountability Office;
(4) A Treasury employee responsible for contract or grant oversight or management;
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(5) An authorized official of the Department of Justice or other law enforcement agency;
(6) A court or grand jury; or
(7) A management official or oth er employee of Owner, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. (f) Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Owner is encouraged to adopt and enforce on-the- job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same. (g) Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Owner should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Owner should establish workplace safety policies to decrease accidents caused by distracted drivers.
(h) Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following:
(i) Owner ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents.
(ii) Owner acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federa lly assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Owner understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Owner shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Owner understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. (iii) Owner agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov.
(iv) Owner acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Owner and Owner’s successors, transferees and assignees for the period in which such assistance is provided.
(v) Owner agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Owner and the Owner’s subcontractors, successors, transferees and assignees:

The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement).
(vi) Owner understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Owner, or in the case of a subsequent transfer, the transferee, for t he period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Owner for the period during which it retains ownership or possession of the property.
(vii) Owner shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations.

Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Owner shall comply with information requests, on-site compliance reviews, and reporting requirements. (viii) Owner shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and imp lementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Owner must also inform the Department of the Treasury if Owner has received no complaints under Title VI.
(ix) Owner must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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including any voluntary compliance or other agreements between the Owner and the administrative agency that made the finding. If the Owner settles a case or matter alleging such discrimination, Owner must provide documentation of the settlement. If Owner has not been the subject of any court or administrative agency finding of discrimination, please so state.
(x) If Owner makes sub -awards to other agencies or other entities, Owner is responsible for assuring that sub -recipients also comply with Title VI and all of the applicable authorities covered in this assurance.

EXHIBIT 3

COMPLIANCE WITH AMERICAN RESCUE PLAN ACT (ARPA)

CORONAVIRUS LOCAL FISCAL RECOVERY FUND (CLFRF) FEDERAL

GUIDELINES

USE OF ARPA CLFRF AND REQUIREMENTS

This Contract may be funded in whole or in part with funds provided by the American Rescue Plan Act - Coronavirus Local Fiscal Recovery Fund (ARPA), Federal Award Identification Number (FAIN): SLT0628 and Assistance Listing Number (formerly known as a CFDA number): 21.027, and therefore Contractor agrees to comply with any and all ARPA requirements in additi on to any and all applicable County, State, and Federal laws, regulations, policies, and procedures pertaining to the funding of this Contract. The use of the funds must also adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. Any funds expended by DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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Contractor or its subcontractor(s) in any manner that does not adhere to the ARPA requirements shall be returned or repaid to the City or County. Any funds paid to Contractor i) in excess of the amount to whic h Contractor is finally determined to be authorized to retain; ii) that are determined to have been misused; or iii) that are determined to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid, shall constitute a debt to the federal government. Contractor agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to the Act, and guidance issued by Treasury regarding the foregoing.

Contractor shall provide for such compliance in any agreements with subcontractor(s).

Contractor agrees to comply with the following:

A. In accordance with Title 2 Code of Federal Regulations (C.F.R.) Section 200.322, the non-Federal Contractor should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. “Manufactured products” means items and construction materials composed in whole or in part of non -ferrous metals such as aluminum; plastics and po lymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.

B. In accordance with Title 2 C.F.R. Section 200.471, costs incurred for telecommunications and video surveillance services or equi pment such as phones, internet, video surveillance, cloud servers are allowable except for the following circumstances: Obligating or expending covered telecommunications and video surveillance services or equipment or services (as described in Title 2 C.F.R. Section 200.216) to: 1) Procure or obtain, extend or renew a contract to procure or obtain; 2) Enter into a contract (or extend or renew a contract) to procure; or 3) Obtain the equipment, services, or systems, as described in Title 2 C.F.R. Section 20 0.216 that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115 -232, section 889, covered telecommunications equipment i s telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities) and: (i) For the purpose of public safety, security of government facilities, physical security surveillance of crit ical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or a ffiliate of such entities); (ii) Telecommunications or video surveillance services provided by such entities or using such equipment; and (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secret ary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreig n country. In implementing the prohibition under Public Law 115 -232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist a ffected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained.

C. A non-Federal Contractor that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at Title 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practi cable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

D. Byrd Anti-Lobbying Amendment (31 U.S.C. Section 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influen ce an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by Title 31 U.S.C. Section 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award.

E. Clean Air Act (42 U.S.C. Sections 7401 -7671q.) and the Federal Water Pollution Control Act (33 U.S.C. Sections 1251-1389), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non - Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. Sections 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. Sections1251-1389).

F. Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under Title 37 C.F.R. Section 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Title 33 U.S.C. Sections 1251 -1387 recipient or subrecipient must DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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comply with the requirements of Title 37 C.F.R. Part 401, “Rights to Inventions Made by Nonprofi t Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

G. Contract Work Hours and Safety Standards Act (40 U.S.C. Sections 3701 -3708).

Where applicable, all contracts awarded by the non -Federal Contractor in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with Title 40 U.S.C. Sections 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under Title 40 U.S.C. Section 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work we ek is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of Title 40 U.S.C. Section 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous to health or safety. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

H. Davis-Bacon Act, as amended (40 U.S.C. Sections 3141 -3148). When required by Federal program legislation, all prime construct ion contracts in excess of $2,000 awarded by non -Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisi ons Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determ ination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non -Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.

The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non -Federal Contractor must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti -Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Publ ic Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency.

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i. The Contractor and all Subcontractors and Sub-subcontractors are required to pay their employees and workers a wage not less than the minimum wage for the work classification as specified in both the Federal and California wage decisions. See Section 3.10.6 “Prevailing Wages” for additional information regarding California Prevailing Wage Rate Requirements and the applicable general prevailing wage determinations which are on file with the City and are available to any interested party on request. The higher of the two applicable wage determinations, either California prevailing wage or Davis -Bacon Federal prevailing wage, will be enforced for all applicable work/services under this Contract.

I. Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by Title 41 U.S.C.

Section 1908, must address administrative, contractual, or legal remedies in instances where Contractors violate or breach contr act terms, and provide for such sanctions and penalties as appropriate.

J. All contracts in excess of $10,000 must address termination for cause and for convenience by the non -Federal Contractor including the manner by which it will be effected and the basis for settlement.

K. Equal Employment Opportunity. Except as otherwise provided under Title 41 C.F.R.

Part 60, all contracts that meet the definition of “federally assisted construction contract” in Title 41 C.F.R. Section 60 -1.3 must include the equal opport unity clause provided under Title 41 C.F.R. Section 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. Part, 1964 - 1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The identified clause is below, and Contractor shall comply with the clause and all legal requirements and include the equal opportunity clause in each of its nonexempt subcontracts.

i. The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at Title 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursu ant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause:

During the performance of this contract, the contractor agrees as follows:
(1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the follo wing:

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of t he contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not o therwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information.
(4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(5) The contractor will comply with all provisi ons of Executive Order 11246 of September 24, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor.
(6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

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(8) The contractor will include the portion of the sentence immediately pr eceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24 , 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request t he United States to enter into such litigation to protect the interests of the United States.

The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract.

The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause a nd the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assis t the administering agency in the discharge of the agency's primary responsibility for securing compliance.

The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to t he applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

L. Data Collection Requirements – Contractor agrees to collect pre -post data per C ity, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to:

Required Projec t Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; and Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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reportable database - retrievable collective data that needs to be available to County, State or Federal governments upon request.

M. Data Submission Requirements - Contractor agrees to furnish data to the C ity upon request, per C ity, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available at request.

N. Project Progress Reporting - Contractor agrees to provide project timeline and progress updates to the City upon request, per County, and United States Treasury guidelines and timeline. Contractor agrees to routine and impromptu program and project evaluation by the City.

O. Contractor shall comply with Title 2 Code of Federal Regulatio ns Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards), including, but not limited to, Title 2 C.F.R. Section 200.303 (internal control), Title 2 C.F.R. Sections 200.331 through 200.333 (subrecipient m onitoring and management), and Title 2 C.F.R. Part 200 Subpart F (audit requirements), as these sections currently exist or may be amended. T he use of funds must also adhere to official federal guidance issued or to be issued on what constitutes an eligib le expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to official federal guidance shall be returned to the County.

Contractor agrees to comply with all official guidance regarding the ARPA CLFRF.

Contractor also agree that as additional federal guidance becomes available, an amendment to this Contract may become necessary. If an amendment is required, Contractor agrees to promptly execute the Contract amendment.

P. Contractor shall retain documentation of all uses of the funds, including but not limited to invoices and/or sales receipts in a manner consistent with Title 2 C.F.R. Section 200.334 (retention requirements for records). Such documentation shall be produced to City upon request and may be sub ject to audit. Unless otherwise provided by Federal or State law (whichever is the most restrictive), Contractor shall maintain all documentation connected with its performance under this Contract for a minimum of five (5) years from the date of the last payment made by City or until audit resolution is achieved, whichever is later, and to make all such supporting information available for inspection and audit by representatives of the City, the State or the United States Government during normal business hours at Contractor. Copies will be made and furnished by Contractor upon written request by City.

Q. Contractor shall establish and maintain an accounting system conforming to Generally Accepted Accounting Principles (GAAP) to support Contractor’s request s for reimbursement which segregate and accumulate costs of Contractor and produce monthly reports which clearly identify reimbursable costs, matching fund costs (if DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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applicable), and other allowable expenditures by Contractor. Contractor shall provide a monthly report of expenditures under this Contract no later than the 20 th day of the following month.

R. Contractor shall cooperate in having an audit completed by City, at City’s option and expense. Any audit required by ARPA CLFRF and its regulation and Uni ted States Treasury guidance will be completed by Contractor at Contractor’s expense.

S. Contractor shall repay to City any reimbursement for ARPA CLFRF funding that is determined by subsequent audit to be unallowable under the ARPA CLFRF within the time period required by the ARPA CLFRF, but no later than one hundred twenty (120) days of Contractor receiving notice of audit findings, which time shall include an opportunity for Contractor to respond to and/or resolve the findings. Should the findings not be otherwise resolved and Contractor fail to reimburse moneys due City within one hundred twenty (120) days of audit findings, or within such other period as may be agreed between both parties or required by the ARPA CLFRF, City reserves the right to withhold future payments due Contractor from any source under City’s control.

T. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Title 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapp licable and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply.

U. Universal Identifier and System for Award Management (SAM), Title 2 C.F.R. Part 25.

V. Reporting Subaward and Executive Compensation Information, Title 2 C.F.R. Part 170.

W. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (nonprocurement), Title 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to Title 2 C.F.R.

Part 180 and Treasury’s implementing regulation at Title 31 C.F.R. Part 19.

Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2 C.F.R. Section 180.220) mu st not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at Title 2 C.F.R. Part 180 that implement Executive Orders 12549 (3 C.F.R. Part 1986 Comp., p. 189) and 12689 (3 C.F.R. Part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

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X. Recipient Integrity and Performance Matters, pursuant to which the award terms set forth in Title 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.

Y. Government Requirements for Drug-Free Workplace, Title 31 C.F.R. Part 20.

Z. New Restrictions on Lobbying, Title 31 C.F.R. Part 21.

AA. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. Sections 4601-4655) and implementing regulations.

BB. Applicable Federal environmental laws and regulations.

CC. Statutes and regulations prohibiting discrimination include, without limitation, the following:
i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.) and Treasury’s implementing regulations at Title 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance.
ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C.

Sections 3601 et seq.), wh ich prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance.
iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. Sections 6101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C.

Sections 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.

DD. Contractor understands that making false statements or claims in connection with the ARPA funded activities is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.

EE. Any publications produced with ARPA funds must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number SLT-0628 awarded to San Bernardino County by the U.S. Department of Treasury.”

FF. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Contractor is being encouraged to adopt and enforce on-the-job seat belt policies and programs for DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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their employees when operating company -owned, rented, or personally owned vehicles.

GG. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Contractor is being encouraged to adopt and enforce policies that ban text messaging while driving and establishing workplace safety policies to decrease accidents caused by distracted drivers.

HH. As a recipient of federal financial assistance, the Civil Rights Restoration Act of 1987 applies, and Contractor assures that it:
i. Ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibit s exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. Sections 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at Title 31 C.F.R. Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda and/or guidance documents. ii. Acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficien cy (LEP). Contractor understands that denying a person access to its programs, services, and activities, because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasur y’s implementing regulations.

Contractor shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure LEP persons have meaningful access to its programs, services, and activities. Contractor understands and agree s that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication.
iii. Agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services, and activities.
iv. Agrees to maintain a complaint log of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome.

II. The City must include the following language in ever y contract or agreement subject to Title VI and its regulations:
“The sub-grantee, contractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from e xcluding a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or nation DocuSign Envelope ID: 5F3001FE-40BF-445D-BFA2-04F20286C760

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origin (42 U.S.C. Section 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, Titl e 31 C.F.R. Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. Section 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Sections Part 22, and herein incorporated by reference and made a part of this contract or agreement.”
JJ. Contractor shall cooperate in any enforcement or compliance review activities by the City, and/or the Department of the Treasury. Contractor shall comply with information requests, on-site compliance reviews, and reporting requirements.

KK. Contractor shall maintain records and financial documents sufficient to evidence compliance with section 603(c), regulations adopted by Treasury implementing those sections, and guidance issued by Treasury regarding the foregoing.

LL.City has the right of access to records (electronic or otherwise) of Contractor in order to conduct audits or other investigations.

MM. Contractor shall maintain records for a period of five (5) years after the completion of the contract or a period of five (5) years after the l ast reporting date the City is obligated with the Department of the U.S. Treasury, whichever is later.

NN. Contractor must disclose in writing any potential conflict of interest in accordance with Title 2 C.F.R. Section 200.112.

OO. In accordance with Title 4 1 U.S.C. Section 4712, subrecipient or Contractor may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believe s is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, o r regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.

The list of persons and entities referenced in the paragraph above includes the following: (i) A member of Congress or a representative of a committee of Congress; (ii) An Inspector General; (iii) The Government Accountability Office; (iv) A Treasury employee responsible for contract or grant oversight or management; (v) An authorized official of the Department of Justice or other law enforcement agency; (vi) A court or grand jury; or (vii) A management official or other employee of Recipient, subrecipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct. Subrecipient or Contractor shall i nform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce.

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PP. City and Contractor acknowledge that if additional federal guidance is issued, an amendment to this Contract may be necessary. In the event any of the terms in this Exhibit conflict with any other terms in the Contract, the terms in this Exhibit shall control.

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PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO
AND SHIVASMT, INC.

This Agreement is made and entered into as of December 6 , 2023 , by and between the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, CA 92401 (“City”), and ShivaSMT, Inc., with its principal place of business at 1120 E ast Holt B oulevard, Ontario , California 91761 (hereinafter referred to as “Owners”). City and Owners are hereinafter sometimes referred to individually as “Party” and collectively as the “Parties.”

RECITALS

1. In compliance with the Homelessness State of Emergency, which was declared on February 1, 2023, the City is taking progressive steps to mitigate homelessness.

2. Because the shelters in the City of San Bernardino are at full capacity, the City has negotiated the use of up to 20 hotel/motel rooms from the Owner.

3. The interim shelter will be utilized while the City constructs its navigation center, which is estimated to take 10-12 months.

5. The City is a public agency of the State of California and is in need of hospitality services for the following project:

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6. Owners are duly licensed and have the necessary qualifications to provide such services.

7. The Parties desire by this Agreement to establish the terms for the City to retain hotel/motel units and servi ces provided by the Owner described herein.

NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

AGREEMENT

1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated herein by this reference.

2. Services. Owner shall provide the City with the services described in the Scope of Services a ttached hereto as Exhibit “ 1” and incorporated herein by this reference. Owner owns and operates a hotel/motel facility under the business name ShivaSMT, Inc., located at 1120 E ast Holt B oulevard, Ontario, California 91761 (the “Hotel/motel”). Owner grants the City and its Authorized Service Provider the ability to rent rooms in Owner’s Hotel/motel for interim shelter as outlined in the “Rate Schedule” specified in Exhibit “B” of Exhibit 1. After an initial assessment, the Authorized Service Provider will:

A. Certify the person(s) are homeless in the City of San Bernardino by any form listed below:

1. Visual Contact In the field by the Contracted City outreach team, PD, Code Enforcement, Public Works, or the Homeless Service Coordinator.

2. Self-certification with document proof with ties to the City.

2.1. General Grant . Owner grants the City and its Authorized Service Providers to enter and use the Hotel/motel as described in Exhibit 1 to this Agreement.

City shall use the Hotel/motel solely for the purposes specified in Exhibit 1 of this Agreement and for such lawful purposes as may be directly incidental thereto.

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2.2. Condition of Premises . Owner has inspected the Hotel/motel and warrants that the physical condition and the property is suitable for Hotel/motel voucher referrals. Owner further warrants that the Hotel/motel is free from latent defects and presence of hazardous materials. Owner further warrants that Owner has the authority to enter into this Agreement and that there are no unknown conflicts regarding title to the Hotel/motel. Additionally, Owner warrants that there are no pending or threatened legal, administrative, arbitral or other proceedings, claims, actions or governmental or regulatory investigations of any kind or nature whatsoever pertaining to the Hotel/motel.

2.3. Eviction, Abandonment or Sale . In the case of the eviction of a participant of the Project by anyone owning or obtaining title to the premises on which the Hotel/motel is located, or the sale or abandonment by Owner of said premises, Owner shall be liable to City for any damage of any nature whatsoever or to refund any payment made by City to Owner hereunder, including the proportionate part of any recurring rental charge which may have been paid hereunder in advance.

3. Professional Practices. All professional services to be provided by Owner pursuant to this Agreement shall be provided by personnel identified in their proposal.

Invoicing shall occur as provided in Section 1.9 of Exhibit 1. c. No expense reimbursements, including, but not limited to, reimbursements for travel, parking, lodging, and/or meals shall be paid to Owner unless such expense reimbursements: (i) are specifically provided for and described by nature and type in Exhibit “B”, below; (ii) appear on Owner’s monthly invoices to City; (iii) are supported by the appropriate receipts and other such documentation as the City shall require; and (iv) are directly related to the Scope of Services to be performed under this Agreement. In addition, any and all reimbursements shall be made in accordance with any City policy governing same.

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be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Owner with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.
a. Adjustments. No retroactive price adjustments will be considered.

6. Term. The Term of this Agreement is as provided in Section 1.7 of Exhibit

1. 7. Maintenance of Records; Audits.
a. Records of Owner’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of four (4) years from the Effective Date.
b. Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Owner and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City.

9. Delays in Performance.
a. Neither City nor Owner shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeu re Event shall mean an event that materially affects the Owner’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governm ental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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rules to protect the public health, welfare and safety. b. Should a Force Majeure Event occur, the non-performing Party shall, within a re asonable time of being prevented from performing, gi ve written notice to the other P arty describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Delays shall not entitle Owner to any additional compensation regardless of the Party responsible for the delay. c. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

14. Assignment and Subconsultant. Owner shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Owner from employing independent associates and subconsultants as Owner may deem appropriate to assist in the performance of services hereunder.

16. Insurance. Owner shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section.

In addition, Owner shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Additional Insured
The City of San Bernardino , its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Owner’s and its subconsultants’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents. b. Commercial General Liability
(i) The Owner shall take out and maintain, during the
performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City.
(ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:

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(6) Explosion, Collapse and Undergro und (UCX)
exclusion deleted
(7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage
(9) Independent Consultants Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(v) The policy shall give City, its elected and appointed officials, officers, employees, agents , and City -designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured.
c. Automobile Liability
(i) At all times during th e performance of the work under this Agreement, the Owner shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give City, its elected and appointed officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. d. Workers’ Compensation/Employer’s Liability
(i) Owner certifies that he/she 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 he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Owner has employees at any time during the term of this Agreement, at all times during the performance of the work under this DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Agreement, the Owner shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work cont emplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Owner shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section. e. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Owner shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Owner. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. f. Privacy/Network Security (Cyber)
At all times during the performance of the work under this Agreement, the Owner shall maintain privacy/network security insurance for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and the (4) introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. g. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

Cyber Liability $250,000 per occurrence and aggregate

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(ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement.
h. Evidence Required
Prior to execution of the Agreement, the Owner shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include ori ginal copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25 -S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. i. Policy Provisions Required
(i) Owner shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Owner shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of the premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Owner shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Owner’s policy is primary insurance and that any insurance, self -insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. (iii) The retroactive date (if any) of each policy is to be no lat er than the effective date of this Agreement. Owner shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Owner shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims -made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide waiver of subrogation in favor of the City, its officials, officers, employees, agents, independent contractors, subcontractors, and volunteers or shall specifically allow Owner or others providing insurance evidence in compliance with these specifications to waive their right of DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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recovery prior to a loss. Owner hereby waives its own right of recovery against City, and shall req uire similar written express waivers and insurance clauses from each of its subconsultants. Each policy of insurance shall be endorsed to reflect such waiver. (v) The limits set forth herein shall apply separately to each insured against whom claims are m ade or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Owner from liability in excess of such coverage, nor shall it limit the Owner’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. j. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determi ned by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or
companies with a current A.M. Best's rating of no less than A: VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
k. Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Owner, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Owner pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by City will be promptly reimbursed by Owner or City will withhold amounts sufficient to pay premium from Owner payments. In the alternative, City may cancel this Agreement.
(iii) The City may require the Owner to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, office rs, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. l. Subconsultant Insurance Requirements. Owner shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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subcontractors or subconsultants shall be endorse d to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Owner, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.

17. Indemnification.
a. To the fullest extent permitted by law, Owner shall defend (with counsel reasonably approved by the City), indemnify and hold the City, its elected and appointed officials, officers, employees, agents, and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to prop erty or persons, including wrongful death, (collectively, “Claims” ) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Owner, its officials, officers, employees, subcontractors, Owners or agents in connection with the performance of the Owner’s services, the Project, or this Agreement, including without limitation the payment of all damages, expert witness fees , attorneys’ fees and other related costs and expenses. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City. Owner's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, the City Council, members of the City Council, its employees, or authorized volunteers. Owner’s indemnification obligation shall survive the expiration or earlier termination of this Agreement. b. If Owner’s obligation to defend, indemnify, and/or hold harmless arises out of Owner’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Owner’s indemnification obligation shall be limited to the extent which the Cl aims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Owner in the p erformance of the services or this Agreement, and, upon Owner obtaining a final adjudication by a court of competent jurisdiction, Owner’s liability for such claim, including the cost to defend, shall not exceed the Owner’s proportionate percentage of fault.

18. California Labor Code Requirements. Owner is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Owner agrees to fully comply with such Prevailing Wage Laws, if applicable. Owner shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Owner and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

21. Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving thirty (30) calendar days’ written notice to Owner.

In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents prod uced or developed for that portion of the work completed and/or being abandoned. City shall pay Owner the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Owner of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Owner shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work.
b. Owner may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days’ written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Owner.

22. Attorneys’ Fees . In the event that litigation is brought by any Party in connection with this Agreement, the prevailing Party shall be entitled to recover from the opposing Party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing Party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. The costs, salary, and expenses of the City Attorney’s Office in enforcing this Agreement on behalf of the City shall be considered as “attorneys’ fees” for the purposes of this Agreement.

23. Responsibility for Errors. Owner shall be responsible for its work and results under this Agreement. Owner, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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omission attributable to Owner’s professional services occurs, Owner shall, at no cost to City, provide all other services necessary to rectify and correct the matter to the sole satisfaction of the City and to participate in any meeting required with regard to the correction.

24. Prohibited Employment. Owner shall not employ any current employee of City to perform the work under this Agreement while this Agreement is in effect.

25. Costs. Each Party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

28. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above.

29. Notice. Notice must comply with Section 1.10 of Exhibit 1.

30. Third Party Rights . Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Owner.

31. Equal Opportunity Employment . Owner represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non -discrimination shall include, but not be limited to, all activitie s related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

32. Entire Agreement. This Agreement, including Exhibit “ 1,” represents the entire understanding of City and Owner as to those m atters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereun der. Each Party acknowledges that no representations, inducements, prom ises, or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This is an integrated Agreement.

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provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect.

34. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, admi nistrators and assigns of each P arty to thi s Agreement. However, Owner shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.

No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. The waiver of any right or remedy with respect to any occurrence or event shall not be deemed a waiver of any right or remedy with respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

36. Time of Essence. Time is of the essence for each and every provision of this Agreement.

38. Amendments. Only a writing executed by all of the Parties hereto or their respective successors and assigns may amend this Agreement.

39. City’s Right to Employ Other Owners. City reserves its right to employ other Owners, including engineers, in connection with this Project or other projects.

For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

41. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one single Agreement.

DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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42. Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by doing so, the Parties hereto are formally bound to the provisions of this Agreement.

44. Federal Provisions.

44.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”);

44.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act;

44.3 Treasury Compliance and Reporting Guidance for the Act;

44.5 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and

44.6 Federal contract provisions attached hereto as Exhibit “ 2” and incorporated herein by reference.

[SIGNATURES ON FOLLOWING PAGE]
DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SAN BERNARDINO
AND SHIVASMT, INC.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SAN BERNARDINO
APPROVED BY:

Charles A. Montoya
City Manager

Date:

ATTESTED BY:

Genoveva Rocha, CMC
City Clerk

APPROVED AS TO FORM:

Best Best & Krieger LLP
City Attorney

SHIVASMT, INC.

Signature
Dale Dayaram
Name

Owner
Title

Date:

DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17 11/30/2023

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Exhibit 1
Scope of Work/Lease Option

Bridge to Placement Scope of work

1.1 Hotel /Motel Facility. Owner represents that it owns and operates a hotel facility under the name SHIVASMT, INC., located at 1120 East Holt B oulevard, Ontario, California 91761 (“Hotel”). Owner represents that its ownership and operation of the Hotel is in full compliance with all federal, state, and local laws, and shall so remain throughout the entire term of this Agreement without interruption. The owner should provide the same level of maintenance on all shelter rooms as he would provide to any guest. All utilities and internet shall be covered and not a additional charge to shelter operator.

1.2 Authorized Service Providers. The homeless-service providers listed in Exhibit A to this Exhibit 1 shall be referred to herein as “Authorized Service Providers.” City reserves the right to revise the listed Authorized Service Providers (e.g., adding or deleting homeless-service pro viders) by providing notice of such revision in writing.

Employees/agents of Authorized Service Providers, and only such persons, are hereby authorized and shall have the right to request the lodging of persons being housed pursuant to the Bridge to Placem ent (“Bridge to Placement”), check-in such participants into the Hotel (subject to guest-room availability), incur room-rate charges payable by City pursuant to this Agreement, and enter and use the Hotel as provided for in this Agreement.

1.3 Check-in Procedures for Bridge To Placement Participants. Before checking-in a Bridge to Placement Participant, the Owner shall ensure that an employee/agent of an Authorized Service Provider is present at the Hotel to check -in such participant, and Owner shall verify the employee/agent’s affiliation with the Authorized Service Provider by requesting sufficient identification and documentation. Owner shall not require identification from a Bridge to Placement Participant for any purpose, including check -in or access t o the Hotel. In addition to the name of the Bridge to Placement Participant being checked -in, Owner shall document the name and contact information of the Authorized Service Provider. Before check -in, Owner shall ensure that the employee/agent of the Autho rized Service Provider inspects, photographs, and documents the condition of the guest room to be occupied by the Bridge to Placement, in addition to the common area in the vicinity of such guest room. Notwithstanding anything to the contrary herein, City shall have no liability or obligation, including without limitation for the payment of room rates or any damages, for Hotel guests that were not physically accompanied by an employee/agent of an Authorized Service Provider at check -in or if Owner does not comply with the provisions of this Section 1.3.

Before check-out, Owner shall ensure that the employee/agent of the Authorized Service DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Provider inspects, photographs, and documents the condition of the guest room previously occupied by a Bridge to Placement Participant, in addition to the common area in the vicinity of such guest room . If any Bridge to Placement Participant attempts to check-out of the Hotel without being accompanied by an employee/agent of the Authorized Service Provider that checked -in the participant, Owner shall immediately notify the Authorized Service Provider and allow sufficient time, but in no event less than twenty-four (24) hours, to permit an employee/agent of the Authorized Service Provider to inspect, photograph, and document the condition of the guest room previously occupied by the participant, in additi on to the common area in the vicinity of such guest room. Notwithstanding anything to the contrary herein, City shall have no liability or obligation for the payment of any damages to Hotel property if Owner does not fully comply with the provisions of this Section 1.4.

1.5. Access to and Use of Hotel by Authorized Service Providers.

Employees/agents of Authorized Service Providers, at City’s sole cost and expense, shall have the right to book and occupy up to two (2) guest rooms at the Hotel for their own use at any time during the Term of this Agreement. In the event the Authorized Service Providers have not already exercised their right to book and occupy the two (2) guest rooms and the Hotel is approaching full occupancy (approaching full occupancy mean s 90% occupancy or greater), Owner shall notify the Authorized Service Providers 72 hours in advance and the Authorized Service Providers shall thereafter have 48 hours to notify Owner that it will exercise the rights granted in this section. Owner acknowl edges and agrees that such rooms will be used primarily for office and administrative purposes in connection with the Bridge to Placement Initiative and some furniture may be rearranged accordingly. Authorized Service Providers shall also have the right to have personnel onsite in any room reserved/leased by the Authorized Service Providers and in common areas at the Hotel around -the-clock to provide oversight, security, and monitoring of Bridge to Placement Participants staying at the Hotel.

1.6. Daily Room Rate. The all-inclusive daily room rate for City guests are identified in Exhibit B. Under no circumstance shall Owner require, request, or receive payment of any additional or separate amount from Authorized Service Providers or Bridge to Placement Participants. Owner shall provide replacement guest -room keys to Bridge to Placement Participants and employees/agents of Authorized Service Providers at Owner’s sole cost and expense. City and Owner represent and agree that neither Party shall receive any fo rm of payment or other consideration, whether monetary or in -kind, from Bridge to Placement Participants for access to or use of guest rooms, or for any other reason or purpose. City shall not be responsible for the payment of room -rate charges incurred by any Hotel guest other than Bridge to Placement Participants or employees/agents of Authorized Service Providers whose occupancy at the Hotel fully complies with each and every provision of this Agreement.

1.7. Term. The term of this Agreement (“Term”) sh all commence on the date on which the City Clerk of San Bernardino attests this Agreement and shall expire twelve (12) months thereafter unless the term is extended or terminated earlier pursuant to provisions of this Agreement. City shall have one (1) option to extend the Term for a period of six (6) months, commencing on the first day following the expiration of the Term. In order to DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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exercise the option, City must give written notice to Owner of such exercise no later than thirty (30) days before the expi ration of the Term. Notwithstanding any other provision herein, City shall have the unilateral right to terminate this Agreement at any time for any or no reason upon thirty (30) days’ written notice to Owner. City shall have no obligation to pay for any charges incurred after this Agreement's expiration or termination. Expiration or termination of this Agreement shall have no effect on City’s obligation to pay for charges properly incurred during the Term hereof.

1.9. Invoices. On a Monthly basis (), the Owner shall provide City with an invoice, along with all supporting documents therefore, using the “Bridge to Placement Cover Sheet” attached hereto as Exhibit C (as amended by City from time to time). Such invoice shall be provided to City as an attachment to an email sent to [email protected]. Invoices shall specify each guest room occupied by a participant of the bridge to placement program. Guest Name, the check-in date of the guest, the number of days the room was occupied thereby, Check-out date and the total amount of charges owed by City based on the all-inclusive daily room rate set forth in Section 1.6. City shall pay such properly detailed and supported invoices in arrears within forty-five (45) days from receipt thereof.

City’s obligation to pay such invoices is contingent on Owner providing City with all information and documents necessary to process the invoices. Upon request, Owner shall make available for inspection and copy ing all records and documents pertaining to this Agreement, including without limitation invoices submitted and payments received. All guest confirmation will be cross -referenced with providers master log of participants, to verify the charge is from an enrolled participant/s of the shelter.

1.10. Notices. All notices and demands permitted or required to be given by either Party to the other under this Agreement shall be in writing. Such notices and demands shall be (a) personally delivered (including by means of professional messenger service); (b) sent by United States Postal Service (“USPS”) registered or certified mail, postage prepaid, return receipt requested; (c) sent by an alternate commercial overnight delivery service (e.g., FedEx or UPS) with receiver’s signature required; or (d) sent by email, along with a hard copy concurrently sent by means of USPS registered/certified mail or an alternate commercial overnight delivery service. All notices and demands are effective upon receipt. The Hotel’s nam e and physical address shall be included in all notices and demands. All notices and demands shall be addressed as follows:

To City:

City of San Bernardino
Housing and Homeless
DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Attention: Housing Department (Homeless Coordinator)
201 North E Street, 3rd Floor
San Bernardino, CA 92401

Mail: 290 North D Street
San Bernardino, CA 92401

Email: [email protected]

ShivaSMT, Inc.

Mayfair Inn
Attention: Dale Dayaram
1120 East Holt Boulevard
Ontario, CA 92408

Email: [email protected]

1.11. Services, Utilities, and Supplies to be Furnished by Owner. Owner, at its sole cost and expense, shall perform standard hotel services, including, without limitation the following:

1.11.2. Furnish all standard utilities, including without limitation water (both hot and cold), electricity, gas (if applicable), trash-disposal, and sewer services.

1.11.4. Provide fresh linens (e.g., bed sheets and bath tow els) to guest rooms occupied by Bridge To Placement Participants in accordance with the Hotel’s standard practices, but in no event less than every three (3) days.

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spaces designated for Hotel guests twenty -four (24) hours a day, seven (7) days a week; (b) access to basic cable television; (c) use of wireless internet services; (d) keeping of pets in guest rooms; and (e) use of guest -room appliances (e.g., refrigerators and microwaves). Except those listed in the preceding sentence, Owner shall not make available, offer, or furnish to City guests any item, amenity, or service for which the Hotel charges amounts beyond those included in room rates, including without limitation food, drinks, pay -per-view television, and room service. Owner shall coordinate with the employee/agent of the Authorized Service Provider checking-in a Bridge to Placement Participant to ensure that all such items, amenities, and services are disabled, blocked, or removed from the guest room before occupancy by a City guest. Under no circumstance shall Cit y be obligated to pay for any such additional charges, and Owner agrees not to charge City for such services to the extent that the Owner provides them.

1.12. Prohibited Participant Conduct. Owner shall immediately alert the Authorized Service Provider that checked-in a Bridge to Placement Participant (followed by written notice to City) should the Owner determine that a Bridge to Placement Participant is doing any of the following at the Hotel:

1.12.1. Engaging in any illegal activity, including without limitation the use, purchase, or sale of illegal drugs;

1.12.2. Damaging Hotel property;

1.12.3. Harassing or threatening Hotel staff, guests, or visitors, including without limitation other Bridge to Placement Participants; or

1.12.4. Unreasonably interfering with Hotel staffs’ ability to perform standard hotel services, including without limitation those specified in Section 1.11.

1.13. No Recovery for Incidental Damages or Lost Profits. Neither Party shall be liable for incidental, consequential, special, or indirect dam ages of any kind, including without limitation loss of business, revenue, profits, reputation, or good will arising from or relating to this Agreement. Irrespective of categorization (e.g., direct versus indirect), neither Party shall be liable for loss of business, revenue, profits, reputation, or good will arising from or relating to this Agreement.

2.0 Post-occupancy Condition of Guest Rooms. At the conclusion of occupancy by a City guest, the City shall deliver the guest room occupied by the participant in good order and
condition as when received, except for the following:
(a) reasonable wear-and-tear;
(b) damages resulting from fire, earthquake, or other casualty; DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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(c) damages resulting from circumstances over which City or its officers, employees, agents, contractors, or subcontractors had no control; (d) damages caused by the acts, omissions, or conduct of Owner or its officers, employees, agents, contractors, or subcontractors; or
(e) damages caused by the act, omissions, or conduct of third parties that are unaffiliated with City or the Bridge to Placement Initiative.

2.1. Restoration of Premises. Subject to the exceptions set forth in Section 2.0 and the limitations set forth in Section 2.2, City shall reimburse Owner for all costs and expenses actually incurred and pa id by Owner for restoration of the Hotel necessitated by damages caused by City, its officers, employees, agents, contractors, or subcontractors, or Bridge to Placement Participants. All restoration costs and expenses shall be preapproved by City based on reasonable commercial-standard estimates. City shall have the right to inspect the damaged property, verify to City’s satisfaction the cause of such damage, and evaluate the reasonableness of the scope and dollar amount of the proposed restoration. City sh all not unreasonably delay, condition, or withhold its preapproval. City shall have no obligation to reimburse Owner for costs and expenses incurred without City’s preapproval. Owner’s failure to comply with the requirements set forth in Section 1.3 (Check-in of Bridge to Placement) or Section 1.4 (Check-out of Bridge to Placement Participants)—including without limitation Owner’s obligation to ensure that employees/agents of Authorized Service Providers inspect, photograph, and document the condition of guest rooms, in addition to the common area in the vicinity of such guest rooms, at both check-in and check-out—shall relieve City of any obligation to reimburse Owner for the proposed restoration under this Agreement or otherwise.

2.2 Avoidable Damages Not Recoverable. Notwithstanding anything to the contrary in this Agreement or elsewhere, City shall have no obligation for the payment of any damage, loss, injury, cost, or expense putatively caused by a Bridge to Placement Participant if such damage, loss, injury, cost, or expense could have been avoided altogether or mitigated to any extent through the Owner’s exercise of due care and its compliance with the provisions of this Agreement, including without limitation Section 1.11 (Services, Utilities, and Supplies to be Furnished by Owner) and Section 1.12 (Prohibited Participant Conduct).

2.3 Specific Performance. The Parties agree that City’s primary purpose and interest in entering into this Agreement is to secure interim housing for persons experie ncing homelessness. Accordingly, in any legal action for breach of this Agreement, City shall have the right to pursue the remedy of specific performance, in addition to all other remedies at law or equity. In the event of any action wherein the City seeks specific performance of this Agreement, Owner shall waive the defense that a remedy at law would be adequate.

2.4. Quiet Enjoyment. While keeping and performing covenants of this Agreement, DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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City shall peaceably and quietly hold and enjoy guest rooms occu pied by Bridge to Placement Participants without hindrance or interruption by Owner or any other persons claiming by or under Owner (subject to any relevant provisions set forth in this Agreement).

2.5. Casualty and Destruction. If fire, earthquake, or ot her casualty results in the total destruction of the Hotel, this Agreement shall terminate automatically. If such casualty renders ten percent (10%) or less of the Hotel unusable for the intended use, Owner shall restore the premises as quickly as reasonably possible, but in any event within thirty (30) days. If such casualty renders more than ten percent (10%) of the Hotel unusable but does not constitute total destruction, Owner shall forthwith give notice to City of the specific number of days required t o restore the premises. If Owner does not give notice within fifteen (15) days after such partial destruction, or if the notice specifies that restoration will require more than ninety (90) days to complete from the notice date, City shall have the right t o elect either to terminate or continue this Agreement at City’s sole and absolute discretion.

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Exhibit A

List of Authorized providers

HOPE THE MISSION
Attention: Ken Craft, CEO
16641 Roscoe Place
North Hills, CA 91343

Hotel Liaison: Elisabel Castillo
Sr. Regional Director of Programs
Hope the Mission
PO Box 7609
Mission Hills, CA 91346
Office: (818) 392-0020
Cell: (818) 916-0781

DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Exhibit B

Rates Schedule

Month RATE
1 Queen
RATE
2 Queen
Minimum
Rooms
Weekly
Rate 1
w/tax
Weekly
Rate 2
w/tax
Monthly Total Range
1 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
2 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
3 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
4 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
5 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
6 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
7 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
8 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
9 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
10 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
11 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
12 $88 $98 20 $1760 $1960 $52,800.00 $58,800.00
NOT TO EXCEED TOTAL ANNUAL AMOUNT: $633,600.00 $705,600.00

DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Exhibit C

Payment Request Cover Sheet

DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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EXHIBIT 2

FEDERAL CONTRACT PROVISIONS

During the performance of this Agreement, Owner shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “2”.

1. REQUIRED CONTRACT PR OVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NO N-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327)
(a) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience.
(b) Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Owner agrees as follows during the performance of this Agreement:
(i) The Owner will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Owner will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for trainin g, including apprenticeship. The Owner agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
(ii) The Owner will, in all solicitations or advertisements for employees placed by or on behalf of the Owner, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(iii) The Owner will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation con ducted by the employer, or is consistent with the Owner's legal duty to furnish information.

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(iv) The Owner will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Owner's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (v) The Owner will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(vi) The Owner will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (vii) In the event of the Owner's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspend ed in whole or in part and the Owner may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (viii) The Owner will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Owner will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event the Owner becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Owner may request the United St ates to enter into such litigation to protect the interests of the United States.

The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement.

The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Owner and subcontractors DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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with the equal opportunity clause and the rules, regulations, a nd relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency i n the discharge of the agency's primary responsibility for securing compliance.

The City further agrees that it will refrain from entering into any contract o r contract modification subject to Executive Order 11246 of September 24, 1965, with a co ntractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity c lause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

(c) Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF.
(d) Appendix II to Part 200 (D) – Copeland “Antti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF.
(e) Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act:
(i) Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.
(ii) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Owner and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liqu idated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. (iii) Withholding for unpaid wages and l iquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Owner or subcontractor under any such contract or any other Federal contract with the Owner, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Owner, such sums as may be determined to be necessary to satisfy any liabilities of Owner or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section.
(iv) Subcontracts. The Owner or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Owner shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clau ses set forth in paragraphs (ii) through (v) of this Section.
(f) Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Owner wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Owner must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency..
(g) Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act:
(i) Pursuant to the Clean Air Act, (1) Owner agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Owner agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Owner agrees to include these requirements in each subcontract exceeding $150,000.
(ii) Pursuant to the Federal Water Pollution Control Act, (1) Owner agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Owner agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Owner agrees to include these requirements in each subcontract exceeding $150,000.

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(h) Appendix II to Part 200 (H) – Debarment and Suspension:
(i) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Owner is required to verify that none of the Owner, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).
(ii) Owner must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.
(iii) This certification is a material representation of fact relied upon by City. If it is later determined that Owner did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited t o suspension and/or debarment.
(iv) Owner warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Owner also agrees to verify that all subcontractors performing work under this Agreement a re not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Owner further agrees to notify the City in writing immediately if Owner or its subcontractors are not in compliance during the term of this Agreement. (i) Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal approp riated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any F ederal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency.
(j) Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials:
(i) Owner shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable , consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement.

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(ii) In the performance of this Agreement, the Owner shall make maximum use of products containing recovered materials that are EPA-designated items unless the prod uct cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price.
(iii) Information about this requirement, along with the list of EPA - designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. (iv) The Owner also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” (k) Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment:
(i) Owner shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115 –232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (1) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (2) Telecommunications or video surveillance services provided by such entities or using such equipment.
(3) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. (ii) See Public Law 115-232, section 889 for additional information. (l) Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement:
(i) Owner shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts.

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2. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) (a) Owner shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. (b) Affirmative steps shall include:
(i) Placing qualified small and minority businesses and women's business enterprises on solicitation lists;
(ii) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (iii) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises;
(iv) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and
(v) Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce.
(c) Owner shall submit evidence of compliance with the foregoing affirmative steps when requested by the City.

3. COMPLIANCE WITH U.S. DEPARTMENT OF THE T REASURY

CORONAVIRUS LOCAL FI SCAL RECOVERY FUND AWA RD TERMS AND

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regarding the foregoing. Owner agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and r ecords (electronic an otherwise) of the Owner which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Owner for a period of five (5) years after completion of the Project. (b) Compliance with Federal Regulations. Owner agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing.

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(ii) The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. (iii) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance.
(iv) The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance.
(v) Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.
(d) False Statements. Owner understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.
(e) Protections for Whistleblowers.
(i) In accordance with 41 U.S.C. § 4712, Owner may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal fun ds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.
(ii) The list of persons and entities referenced in the paragraph above includes the following:
(1) A member of Congress or a representative of a committee of Congress;
(2) An Inspector General;
(3) The Government Accountability Office;
(4) A Treasury employee responsible for contract or grant oversight or management;
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(5) An authorized official of the Department of Justice or other law enforcement agency;
(6) A court or grand jury; or
(7) A management official or other employee of Owner, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. (f) Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Owner is encouraged to adopt and enforce on-the- job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same. (g) Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Owner should en courage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Owner should establish workplace safety policies to decrease accidents caused by distracted drivers.
(h) Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following:
(i) Owner ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents.
(ii) Owner acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Owner understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Owner shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Owner understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. (iii) Owner agrees to consider the need for language services for LEP persons duri ng development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement).
(vi) Owner understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Owner, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for wh ich the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Owner for the period during which it retains ownership or possession of the property.
(vii) Owner shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations.

Enforcement may include investigation, arbitration, mediation, litigation, and monitori ng of any settlement agreements that may result from these actions. Owner shall comply with information requests, on-site compliance reviews, and reporting requirements. (viii) Owner shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Owner must also inform the Department of the Treasury if Owner has received no complaints under Title VI.
(ix) Owner must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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EXHIBIT 3

COMPLIANCE WITH AMERICAN RESCUE PLAN ACT (ARPA)

CORONAVIRUS LOCAL FISCAL RECOVERY FUND (CLFRF) FEDERAL

GUIDELINES

USE OF ARPA CLFRF AND REQUIREMENTS

This Contract may be funded in whole or in part with funds provided by the American Rescue Plan Act - Coronavirus Local Fiscal Recovery Fund (ARPA), Federal Award Identification Number (FAIN): SLT0628 and Assistance Listing Number (formerly known as a CFDA number): 21.027, and therefore Contractor agrees to comply with any and all ARPA requirements in additio n to any and all applicable County, State, and Federal laws, regulations, policies, and procedures pertaining to the funding of this Contract. The use of the funds must also adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. Any funds expended by DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Contractor or its subcontractor(s) in any manner that does not adhere to the ARPA requirements shall be returned or repaid to the City or County. Any funds paid to Contractor i) in excess of the amount to which Contractor is finally determined to be authorized to retain; ii) that are determined to have been misused; or iii) that are determined to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid, shall constitute a debt to the federal government. Contractor agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to the Act, and guidance issued by Treasury regarding the foregoing.

Contractor shall provide for such compliance in any agreements with subcontractor(s).

Contractor agrees to comply with the following:

A. In accordance with Title 2 Code of Federal Regulations (C.F.R.) Section 200.322, the non-Federal Contractor should, to the greatest extent practicable u nder a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. “Manufactured products” means items and construction materials composed in whole or in part of non -ferrous metals such as aluminum; plastics and pol ymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.

B. In accordance with Title 2 C.F.R. Section 200.471, costs incurred for telecommunications and video surveillance services or equip ment such as phones, internet, video surveillance, cloud servers are allowable except for the following circumstances: Obligating or expending covered telecommunications and video surveillance services or equipment or services (as described in Title 2 C.F.R. Section 200.216) to: 1) Procure or obtain, extend or renew a contract to procure or obtain; 2) Enter into a contract (or extend or renew a contract) to procure; or 3) Obtain the equipment, services, or systems, as described in Title 2 C.F.R. Section 200 .216 that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115 -232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities) and: (i) For the purpose of public safety, security of government facilities, physical security surveillance of criti cal infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or af filiate of such entities); (ii) Telecommunications or video surveillance services provided by such entities or using such equipment; and (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secreta ry of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. In implementing the prohibition under Public Law 115 -232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist af fected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained.

C. A non-Federal Contractor that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at Title 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a ma nner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

D. Byrd Anti-Lobbying Amendment (31 U.S.C. Section 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an o fficer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by Title 31 U.S.C. Section 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award.

E. Clean Air Act (42 U.S.C. Sections 7401 -7671q.) and the Fed eral Water Pollution Control Act (33 U.S.C. Sections 1251-1389), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non - Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. Sections 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. Sections1251-1389).

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comply with the requirements of Title 37 C.F.R. Part 401, “Rights to Inventions Made by Nonprofit Organ izations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

G. Contract Work Hours and Safety Standards Act (40 U.S.C. Sections 3701 -3708).

Where applicable, all contracts awarded by the non -Federal Contractor in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compl iance with Title 40 U.S.C. Sections 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under Title 40 U.S.C. Section 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of Title 40 U.S.C. Section 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous to health or safety. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

H. Davis-Bacon Act, as amended (40 U.S.C. S ections 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non -Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non -Federal contractor must place a copy of t he current prevailing wage determination issued by the Department of Labor in each solicitation.

The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non -Federal Contractor must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti -Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regu lations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, b y any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency.

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I. Contracts for more than the simpli fied acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by Title 41 U.S.C.

Section 1908, must address administrative, contractual, or legal remedies in instances where Contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate.

J. All contracts in excess of $10,000 must address termination for cause and for convenience by the n on-Federal Contractor including the manner by which it will be effected and the basis for settlement.

K. Equal Employment Opportunity. Except as otherwise provided under Title 41 C.F.R.

Part 60, all contracts that meet the definition of “federally assisted c onstruction contract” in Title 41 C.F.R. Section 60 -1.3 must include the equal opportunity clause provided under Title 41 C.F.R. Section 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. Part, 1964- 1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The identified clause is below and Contractor shall comply with the clause and all legal requirements and include the equal opportunity clause in each of its nonexempt subcontracts.

i. The applicant hereby agrees that it w ill incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at Title 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained f rom the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the fo llowing equal opportunity clause:

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without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information.
(4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places availab le to employees and applicants for employment.
(5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor.
(6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures au thorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

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(8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or ven dor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States.

The applicant further agrees that it will be bound by the above equal o pportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract.

The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information a s they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.

The applicant further agrees that it will refrain from en tering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursu ant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; and Required Program Evaluation Data. Contr actor agrees to track and monitor data in a quantifiable and DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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reportable database - retrievable collective data that needs to be available to County, State or Federal governments upon request.

M. Data Submission Requirements - Contractor agrees to furnish dat a to the C ity upon request, per C ity, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Perf ormance Indicators and Programmatic Data; Required Expenditure Report Data; Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available at request.

O. Contractor shall comply with Title 2 Code of Federal Regulations Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards), including, but not limited to, Title 2 C.F.R. Section 200.303 (internal control), Title 2 C.F.R. Sections 200.331 through 200.333 (subrecipient monitoring and management), and Title 2 C.F.R. Part 200 Subpart F (audit requirements), as these sections currently exist or may be amended. T he use of funds must als o adhere to official federal guidance issued or to be issued on what constitutes an eligible expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to official federal guidance shall be returned to the Coun ty.

Contractor agrees to comply with all official guidance regarding the ARPA CLFRF.

P. Contractor shall retain documentation of all uses of the funds, including but not limited to invoices and/or sales receipts in a manner consistent with Title 2 C.F.R. Section 200.334 (retention requirements for records). Such documentation shall be produced to City upon request and may be subject to audit. Unless otherwise provided by Federal or State law (whichever is the most restrictive), Contractor shall maintain all documentation connected with its performance under this Contract for a minimum of five (5) years from the date of the last payment made by City or until audit resolution is achieved, whichever is later, and to make all such supporting information available for inspection and audit by representatives of the City, the State or the United States Government during normal business hours at Contractor. Copies will be made and furnished by Contractor upon written request by City.

Q. Contractor shall establish and maintain an accounting system conforming to Generally Accepted Accounting Principles (GAAP) to s upport Contractor’s requests for reimbursement which segregate and accumulate costs of Contractor and produce monthly reports which clearly identify reimbursable costs, matching fund costs (if DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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applicable), and other allowable expenditures by Contractor. Contractor shall provide a monthly report of expenditures under this Contract no later than the 20 th day of the following month.

R. Contractor shall cooperate in having an audit completed by City, at City’s option and expense. Any audit required by ARPA CLFRF and its regulation and United States Treasury guidance will be completed by Contractor at Contractor’s expense.

S. Contractor shall repay to City any reimbursement for ARPA CLFRF funding that is determined by subsequent audit to be unallowable under the ARPA CLFRF within the time period required by the ARPA CLFRF, but no later than one hundred twenty (120) days of Contractor receiving notice of audit findings, which time shall include an opportunity for Contractor to respond to and/or resolve the findings. Should the findings not be otherwise resolved and Contractor fail to reimburse moneys due City within one hundred twenty (120) days of audit findings, or within such other period as may be agreed between both parties or required by the ARPA CLFRF, City res erves the right to withhold future payments due Contractor from any source under City’s control.

T. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Title 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply.

U. Universal Identifier and System for Award Management (SAM), Title 2 C.F.R. Part 25.

V. Reporting Subaward and Executive Compensation Information, Title 2 C.F.R. Part 170.

Part 180 and Treasury’s implementing regulation at Title 31 C .F.R. Part 19.

Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2 C.F.R. Section 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with th e OMB guidelines at Title 2 C.F.R. Part 180 that implement Executive Orders 12549 (3 C.F.R. Part 1986 Comp., p. 189) and 12689 (3 C.F.R. Part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

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X. Recipient Integrity and Performance Matters, pursuant to which the award terms set forth in Title 2 C.F. R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.

Y. Government Requirements for Drug-Free Workplace, Title 31 C.F.R. Part 20.

Z. New Restrictions on Lobbying, Title 31 C.F.R. Part 21.

AA. Uniform Relocation Assistance and Real Proper ty Acquisitions Act of 1970 (42 U.S.C. Sections 4601-4655) and implementing regulations.

BB. Applicable Federal environmental laws and regulations.

Sections 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance.
iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. Sections 6101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C.

DD. Contractor understands that making false statements or claims in connection with the ARPA funded activities is a violation of federal law and may result in criminal, civil, or administrative sanctions, inclu ding fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.

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their employees when operating company -owned, rented, or personally owned vehicles.

HH. As a recipient of federal financial assistance, the Civil Rights Restoration Act of 1987 applies, and Contractor assures that it:
i. Ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. Sections 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at Title 31 C.F.R. Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda and/or guidance documents. ii. Acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Contractor understands that denying a person access to its programs, services, and activities, beca use of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations.

Contractor shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure LEP persons have meaningful access to its programs, services, and activities. Contractor understands and agrees that meaningful access may entail provide language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication.
iii. Agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services, and activities.
iv. Agrees to maintain a complaint log of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act and implementing regulations and provide, upon request, a list of all such r eviews or proceedings based on the complaint, pending or completed, including outcome.

II. The City must include the following language in every contract or agreement subject to Title VI and its regulations:
“The sub-grantee, contractor, successor, transf eree, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding a program or activity, denying benefits of, or otherwise discriminating against a person on the basis o f race, color, or nation DocuSign Envelope ID: B4812BA6-09F8-43CC-A580-54CAEB266E17

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origin (42 U.S.C. Section 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. Section 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Sections Part 22, and herein incorporated by reference and made a part of this contract or agreement.”
JJ. Contractor shall cooperate in any enforcement or compliance review activities by the City, and/or the Department of the Treasury. Contractor shall comply with information requests, on-site compliance reviews, and reporting requirements.

LL.City has the right of access to records (electronic or otherwise) of Contractor in order to conduct audits or other investigations.

MM. Contractor shall maintain records for a period of five (5) years after the completion of the contract or a period of five (5) years after the last reporting date the City is obligated with the Department of the U.S. Treasury, whichever is later.

NN. Contractor must disclose in writing any potenti al conflict of interest in accordance with Title 2 C.F.R. Section 200.112.

OO. In accordance with Title 41 U.S.C. Section 4712, subrecipient or Contractor may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.

The list of persons and entities referenced in the paragraph above includes the following: (i) A member of Congress or a representative of a committee of Congress; (ii) An Inspector General; (iii) The Government Accountability Office; (iv) A Treasury employee responsible for contract or g rant oversight or management; (v) An authorized official of the Department of Justice or other law enforcement agency; (vi) A court or grand jury; or (vii) A management official or other employee of Recipient, subrecipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct. Subrecipient or Contractor shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce.

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Page | 1 of 4
Code
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Conduct
and
Waiver
and
Release
of
Liability
IN CONSIDERATION OF the risk of participating in the Hope The Mission (“HTM”) and the City of San Bernardino (“City”) Motel (hereinafter “motel” and “hotel” may be used interchangeably) Voucher Program (“Program”); and my desire to participate in said Program and being given the right to participate in the same;
IN CONSIDERATION OF permission to participate, I acknowledge that I have received, read, and understand the information included in this form. I agree to participate in the Program through case management and vocational intervention, abide by the rules, follow schedules, and perform responsibilities for successful involvement in the program. Furthermore, I acknowledge that I may be asked to move out of the Program if I do not abide by the conditions, information, and rules stated therein.

I/WE HEREBY ACKNOWLEDGE that my/our family will be guests of the Program. In consideration of being permitted to reside in the Motel, we (myself and all individuals enrolled in the Program with me), intend to be legally bound and hereby acknowledge and agree to the following:

Responsibilities (Initial next to each item):

1._____I understand that HTM will be in regular contact with me to assist with my service needs and I agree to work on longer-term housing goals while participating in this temporary Program. Refusal to work with my case manager will result in a major violation and removal from the Program.

2._____I understand that I am participating in a temporary voucher Program and that my participation in no way establishes my residency at the assigned hotel.

3._____I understand if I am contacted by law enforcement for any reason, I will immediately notify HTM.

If I am the subject of multiple law enforcement calls for service due to criminal activity or behavioral issues, I may be subject to removal from the Program.

5. _____ I understand that as a participant in the Program, my hotel room may be subject to 1-2 random room inspections per week.

6._____I agree to abide by all hotel rules and regulations including the 28 consecutive day limit for hotel stays.

7._____I agree to utilize the room provided to me for myself. I am the only approved household resident, and no other subjects will be allowed to stay in or occupy the hotel room. Unapproved guests found in the room will result in a minor violation and immediate removal of the guest.

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8._____If the hotel terminates my stay, I understand I may not receive another Motel voucher placement. Motel staff reserves the right to terminate my stay at any time due to a violation of Motel rules.

9. I understand I will be held responsible if I cause any property damage and may be asked to leave by motel management. The level of damage to the property will determine the level of violation (major/minor).

10._____I will not receive mail of any kind at the assigned hotel. Using the hotel’s address to receive mail will result in immediate removal from the Program.

Safety Mandates (Please initial next to each item):

1._____I agree to not participate in any unlawful activities including violence and drug-related activities such as but not limited drug use, possession, transport, purchase, or sale of any controlled substance in or near the unit. Violation of this safety mandate will result in a major/minor violation at the discrepancy of HTM staff.

2._____I agree to notify HTM if the police or ambulance are called to my unit for any reason. Violation of this safety mandate will result in a minor violation.

3._____I agree to use safe and respectful communication towards others, refraining from using derogatory or vulgar language.

4._____I agree to keep my noise level down between the hours of 10 pm and 7 am and will not disturb other hotel guests.

5._____I agree to keep my unit safe and clean and allow housekeeping staff to clean my room daily or on the agreed-upon schedule, dispose of garbage and waste properly, and store food properly.

6._____I agree to immediately notify the motel management of any maintenance issues such as plumbing or pest issues to ensure the matters are attended to.

7._____By signing below, I have reviewed and agree to each of the specified guidelines. I understand I may request a copy of the agreement from my case manager. I agree that I have been informed that my failure to meet any of the guidelines could result in my removal from the City of San Bernardino Motel Voucher Program.

Acknowledgment of Risk or Injury Possibility, As a participant in the program, I/we recognize the risk and acknowledge that there are certain risks of physical injury – including death, damages, property

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damage, or loss – which we may sustain as a result of residing at ____________________________ and/participating in any and all activities connected with the program, or the use of the facilities or equipment.

Waiver of Claim for Injury Clause. I/We, for myself and all individuals enrolled in the Program with me, agree to waive and relinquish all legal and/or equitable claims that we may have for injuries or damages, including wrongful death, as a result of residing in/participating in the Program or activities or using the facilities or equipment, against the City of San Bernardino and its Mayor and City Council members, officers, agents, servants, employees, volunteers, and affiliates.

I/We HEREBY release and forever discharge the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California with its principal place of business at Vanir Tower, 290 N. D Street, San Bernardino, CA, 92401, and its Mayor and City Council members, affiliates, managers, members, agents, attorneys, employees, volunteers, heirs, representatives, predecessors, successors and assigns (collectively “City”), from any physical or psychological injury, including wrongful death, that I may suffer as a direct result of my participation in the aforementioned Program.

I/We hereby agree not to sue the City of San Bernardino, or its Mayor and City Council members, officers, agents, servants, employees, volunteers, or affiliates for any injuries or damages, including wrongful death, sustained as a result of residing in/participating in the Program or activities or using the facilities or equipment.

I HEREBY ACKNOWLEDGE THAT I HAVE CAREFULLY READ THIS “WAIVER AND RELEASE” AND FULLY UNDERSTAND THAT IT IS A RELEASE OF LIABILITY. I EXPRESSLY AGREE TO RELEASE AND DISCHARGE

THE CITY OF SAN BERNARDINO AND ALL OF ITS AFFILIATED, MANAGERS, MEMBERS, AGENTS,

ATTORNEYS, EMPLOYEES, VOLUNTEERS, HEIRS, REPRESENTATIVES, PREDECESSORS, SUCCESSORS AND

ASSIGNS, FORM ANY AND ALL LEGAL AND/OR EQUITABLE CLAIMS OR CAUSES OF ACTION, INCLUDING

WRONGFUL DEATH, AND I AGREE TO VOLUNTARILY GIVE UP OR WAIVE ANY RIGHT THAT I OTHERWISE

HAVE TO BRING A LEGAL ACTION AGAINST THE CITY OF SAN BERNARDINO FOR PERSONAL INJURY OR PROPERTY DAMAGE.

To the extent that statute or case law does not prohibit releases for ordinary negligence, this release also extends to negligence on the part of the City of San Bernardino and its agents and employees.

I agree that this Release shall be governed for all purposes by California law, without regard to any conflict of law principles. This Release supersedes any and all previous oral or written promises or other agreements.

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THIS WAIVER AND RELEASE OF LIABILITY SHALL REMAIN IN EFFECT FOR THE DURATION OF MY

PARTICIPATION IN THE ACTIVITY, DURING THIS INITIAL AND ALL SUBSEQUENT EVENTS OF MY PARTICIPATION.

THIS AGREEMENT was entered into at arm’s length, without duress or coercion, and is to be interpreted as an agreement between two parties of equal bargaining strength. Both Participant, __________________________, and Hope The Mission agree that this agreement is clear and unambiguous as to its terms, and that no other evidence shall be used or admitted to alter or explain the terms of this agreement, but that it will be interpreted based on the language in accordance with the purposes for which it is entered into.

In the event that any provision contained within this Release of Liability shall be deemed to be severable or invalid, or if any term, condition, phrase, or portion of this Release of Liability shall be determined to be unlawful or otherwise unenforceable, the remainder of this Release of Liability shall remain in full force and effect. If a court should find that any provision of this Releaes of Liability to be invalid or unenforceable, but that by limiting said provision it would become valid and enforceable, then said provision shall be deemed to be written, construed and enforced as so limited.

In the event of an emergency, please contact the following person(s) in the order presented:

EMERGENCY CONTACT CONTACT RELATIONSHIP CONTACT

TELEPHONE
____________________________________________________________________________________ ____________________________________________________________________________________ ____________________________________________________________________________________ __________________
I, THE UNDERSIGNED PARTICIPANT, AFFIRM THAT I AM OF THE AGE OF 18 YEARS OR OLDER, AND THAT I AM FREELY SIGNING THIS AGREEMENT. I CERTIFY THAT I HAVE READ THIS AGREEMENT, THAT I FULLY UNDERSTAND ITS CONTENT AND THAT THIS RELEASE CANNOT BE MODIFIED ORALLY. I AM AWARE THAT THIS IS A RELEASE OF LIABILITY AND A CONTRACT AND THAT I AM SIGNING IT OF MY OWN FREE WILL.

Participant(s) Name: ________________________________________ Participant(s) Name: ________________________________________ Participant(s) Address: _______________________________________ Signature: ________________________________________________

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Code
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Signature: ________________________________________________ Date: ____________________________

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CONSENT CALENDAR
City of San Bernardino
Request for Council Action
Date: December 6, 2023
To: Honorable Mayor and City Council Members
From: Genoveva Rocha, City Clerk
Department: City Clerk
Subject: Maddy Act Local Appointments List
Recommendation:

It is recommended that the Mayor and City Council of the City of San Bernardino Adopt Resolution No. 2023-176 approving the Local Appointments List.

Executive Summary
Approve the Local Appointments List for the Boards, Committees, and Commissions to ensure awareness and community participation.

Background
Government Code Section 5497, The Maddy Act, is intended to encourage community members to participate by ensuring awareness of appointments to serve on boards, bureaus, committees, and commissions that serve in an advisory capacity to the Mayor and City Council. Therefore, in accordance with this provision, before December 31st of each year, the City Council shall cause to be prepared a list of all ongoing boards, commissions, and committees which are appointed by the City Council. This list must include which terms will expire during the next calendar year with the name of the incumbent appointee, the date of appointment, the date the term expires, and the necessary qualifications for the positions. This list is required to be posted at the public library in its jurisdiction that serves the largest number of people. On December 4, 2019, the Mayor and City Council designated the Norman F. Feldheym Central Branch Public Library to receive the annual copy of the Mayor and City Council-approved Local Appointments List.

Discussion
The City of San Bernardino currently has seven commissions, two boards, and five committees which advise and assist the Council in dealing with specific issues.

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Members are nominated by members of the City Council and appointed by the Mayor, with the approval of the City Council. Current members on the commissions, boards, and committees will remain seated until new appointments are made by the City Council. As the Mayor and City Council continue to review and consider applications to serve as members of advisory committees and make appointments, the Local Appointments List will be updated.
2021-2025 Strategic Targets and Goals
Approving the Local Appointments List aligns with Key Target No. 2: Focused, Aligned Leadership, and Unified Community and will ensure compliance with Government Code Section 54972.

Fiscal Impact
There is no fiscal impact with approving the Local Appointments List.

Conclusion
It is recommended that the Mayor and City Council adopt Resolution No. 2023-176 approving the Local Appointments List.

Attachments
Attachment 1 Resolution No. 2023-176
Attachment 2 Exhibit A - Local Appointments List Ward:

All Wards
Synopsis of Previous Council Actions:

December 7, 2022Adopted Resolution 2022-251, designating the Norman F.

Feldheym, Central Branch of the San Bernardino Public
Library as the public library to receive a copy of the local appointments list (The Maddy Act) and directing that the list be posted to the city’s internet website.

December 15, 2021Adopted Resolution 2021-290, designating the Norman F.

December 16, 2020Adopted Resolution 2020-288, designating the Norman F.

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December 4, 2019Adopted Resolution 2019-238, designating the Norman F.

Feldheym Central Branch of the San Bernardino Public
Library as the public library to receive a copy of the local appointments list (The Maddy Act) and directing that the list be posted to the city's internet website.

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Resolution No. 2023-176
Resolution 2023-176
December 6, 2023

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Mayor and City CouncilDecember 6, 2023

Mayor and City Council
December 6, 2023