Contract No. 10684
PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement ("Agreement"), entered into as of __,__-""'·-'=-----L�, 20_L1,. ("Execution Date"), by and between the City of Santa Monica ("City") and West Coast Care Foundation, Inc. ("Consultant"), is made with reference to the following:
RECITALS:
A. The City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of the City.
B. The Consultant is qualified to do business, and is doing business, in the State of California. The Consultant represents it has the background, knowledge, experience and expertise necessary to provide the services set forth in this Agreement.
C. The City and the Consultant now desire to enter into an agreement for the consultant to provide professional services to the City.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:
TERMS AND CONDITIONS
1. Term. This Agreement begins on the Execution Date and terminates on June 30, 2019, unless sooner terminated in accordance with Section 14.
1.1 Option to Extend. The City, in its sole and complete discretion, shall have the option to renew the agreement for up to (3) additional (1) year periods ("Extension Term"). The City may exercise its option by letter to the Contractor fron, its City Manager, and the exercise of the option shall automatically extend the term of this Agreement up through the extension period.
2. Compensation. The City will compensate the Consultant for the Services performed in an amount not to exceed $250,000, for the term of this agreement as set forth in Exhibit B, Budget. The total compensation for the term of this agreement and any Extension Term shall not exceed $1,000,000 as set forth in Exhibit B, Budget.
3. Consultant Services. The Consultant will perform all of the services ("Services") described in Exhibit A, Scope of Services. The Consultant will complete the Services in accordance with Exhibit B, Budget.
4. City Services. The City agrees to:
4.1 Make available to the Consultant any currently existing documents, data or information required for the performance of the Services.
4.2 Designate a representative authorized to act on behalf of City. - 1 -
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4.3 Promptly examine and render findings on all documents submitted for staff review by the Consultant.
5. Compensation. The City will compensate the Consultant for the Services performed in an amount not to exceed $250,000, as set forth in Exhibit B.
6. Invoices. The Consultant will invoice the City for the Services in accordance with Exhibit B and the City will pay any undisputed amount within 30 days of receipt.
7. Notices. All notices, demands, requests or approvals to be given under this Agreement, must be in writing and will be deemed served when delivered personally, by email, or on the third business day after deposit in the United States mail, postage prepaid, registered or certified, addressed as follows:
7 .1 All notices, demands, requests or approvals to the City:
Police Department
City of Santa Monica
333 Olympic Drive
Santa Monica, California 90401
Attention: Neela Patel, Senior Administrative Analyst, Police Re: Contract No. 10684
with a copy to:
Santa Monica City Attorney's Office
1685 Main Street, Third Floor
Santa Monica, California 90401
Attention: City Attorney
Re: Contract No. 10684
7 .2 All notices, demands, requests or approvals to the Consultant:
West Coast Care Foundation, Inc.
8218 Belford Avenue
Los Angeles, CA 90045
Attention: Lenore Hooks
Re: Contract No. 10684
8. Independent Parties. Both parties to this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers of one another.
Neither the City nor its officers or employees will have any control over the conduct of the Consultant or any of the Consultant's agents, employees, or subconsultants, except as otherwise provided in this Agreement.
9. Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties. Any preliminary negotiations and agreements of any kind or nature are merged into this Agreement. No oral - 2 -
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agreement or implied covenant may be held to vary the provisions of this Agreement.
This Agreement may be modified only by written agreement signed by City and the Consultant, and approved as to form by the City Attorney.
10. Insurance. Prior to commencing work, the Consultant must procure, maintain and pay for insurance against claims for injuries to persons or damage to property that may arise from or in connection with the performance of the Services by the Consultant or the Consultant's agents, representatives, employees or subconsultants for the duration of this Agreement. The Consultant must obtain insurance that, at a minimum, meets the requirements for insurance set forth in Exhibit C, Insurance Requirements and Verifications.
11. Defense and Indemnification.
11. 1 Indemnification. As to the Consultant's Services produced under this Agreement, the Consultant agrees to defend, indemnify, protect, and hold harmless the City, its agents, officers, boards and commissions, and employees (collectively, "City") from and against any and all liability, claims, demands, damages, or costs, including but not limited to attorney's fees, or payments for injury to any person or property (collectively, "Losses") caused or claimed to be caused by the acts, errors and/ or omissions of the Consultant, or the Consult�nt's employees, agents, officers, and subconsultants. The Consultant's responsibilities under this Section 10.1 include liability arising from, connected with, caused by, or claimed to be caused by the active or passive negligent acts or omissions of the City, which may be in combination with the acts or omissions of the Consultant, its employees, agents or officers, or subconsultants; provided, however, that the Consultant's duty to defend, indemnify, protect and hold harmless shall not include any Losses arising from the sole negligence or willful misconduct of the City. Notwithstanding the Consultant's obligation to defend City hereunder, City has the right to conduct its own defense and seek reimbursement for reasonable costs of defense from the Consultant, if City chooses to do so.
11.2 Enforcement Costs. The Consultant agrees to pay any and all costs the City incurs enforcing the indemnity, defense and hold harmless provisions set forth in Section 10. L
12. Prohibition Against Transfers.
12.1 The Consultant may not assign, hypothecate, or transfer this Agreement or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any attempt to do so without the City's consent will be null and void, and any assignee, hypothecatee or transferee acquires no right or interest by reason of such attem.pted assignment, hypothecation or transfer.
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12.2 The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of the Consultant or of any general partner or joint venturer or syndicate member of the Consultant, if a partnership or joint venture or syndicate exists, which results in changing the control of the Consultant, will be construed as an assignment of this Agreement. Control means 50% or more of the voting power of the corporation.
13. Permits and Licenses. The Consultant, at its sole expense, must obtain and maintain during the term of this Agreement all required business and professional permits, licenses and certificates.
14. Waiver. A waiver of any breach of this Agreement may not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition of this Agreement.
15. Default and Termination.
15.1 If the Consultant fails or refuses to perform any of the provisions of this Agreement, and if the default is not cured within a period of five days after the City's written notice of default specifying the nature of the default, City may immediately terminate this Agreement by written notice to the Consultant.
15.2 The City has the option, at its sole discretion and without cause, of terminating this Agreement by giving ten days' written notice to the Consultant. Upon termination of this Agreement, City will pay the Consultant any compensation earned and unpaid up to the effective date of termination.
16. Compliance with Law. The Consultant must comply with all laws of the State of California and the United States, and all ordinances, rules, and regulations enacted or issued by City.
17. Discrimination. The Consultant may not discriminate in the provision of services hereunder because of race, color, religion, national origin, ancestry, sex, age, sexual orientation, marital status, AIDS or disability.
18. Nuisance. The Consultant may not maintain, commit, or permit the maintenance or commission of any nuisance in connection with the performance of services under this Agreement.
19. Records.
19.l The Consultant must maintain complete and accurate records with respect to costs, expenses, receipts and other such information required by the City for any services provided where compensation is on the basis of hourly rates, subconsultant costs, or other direct costs. The Consultant must keep the records, together with supporting documents, separate from other documents and records and maintain them for a period of three years after receipt of final payment.
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19.2 The Consultant must maintain records in s_ufficient detail to permit an evaluation of the Services and in accordance with generally accepted accounting principles. The Consultant must clearly identify all records and make them readily accessible to the City. At the City's request, the Consultant must provide records in an electronic format and, if necessary, access to any proprietary software to view such electronic records.
19.3 The Consultant must allow the City to have free access to the Consultant's books and records and to inspect all work, data, documents, proceedings and activities related to this Agreement. The City has the right to examine or audit the Consultant's records, and the Consultant agrees to cooperate with any examination or audit of its records. If a City audit discloses an error of 5% or more in information reported by the Consultant, the Consultant agrees to pay the cost of the City's audit computed on the basis of four times the direct payroll of the audit staff completing the audit and audit report.
20. Work Product; Reports.
20.1 Any work product prepared or caused to be prepared by the Consultant or any subconsultant for this Agreement will be the exclusive property of City. No work product given to or prepared by the Consultant or any subconsultant pursuant to this Agreement may be made available to any individual or organization by the Consultant without prior written approval by City.
20.2 At the City's request, the Consultant must furnish reports concerning the status of the Services.
21. Standard of Care. The Consultant agrees to provide all Services, including services performed by any subconsultant, in a manner consistent with the level of care and skill ordinarily exercised by members of the Consultant's profession currently practicing in the same locality under similar conditions.
22. Subconsultants.
22.1 If the Consultant proposes to have any subconsultant perform any part of the Services, the Consultant must submit a request for approval in writing, describing the scope of work to be subcontracted, the name of the proposed subconsultant, and the total price or hourly rates used in preparing an estimated cost for the subconsultant's services. The City, in its sole discretion, may grant or deny the request.
22.2 The Consultant will be responsible for the quality of any subconsultant' s work.
Every subcontract or agreement of any kind entered into between the Consultant and any subconsultant (or between any subconsultant and others) must contain the following provision:
This agreement is consistent with all terms and conditions of the Agreement No. 10684 (CCS) entered into between the City of Santa Monica and the Consultant on -----
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23. Governing Law. The laws of the State of California, without regard to any choice of law provisions, will govern this Agreement.
24. Venue and Jurisdiction. The City and the Consultant agree that the Services will take place in Los Angeles County. Any litigation arising out of this Agreement may only be brought in either the United States District Court, Central District of California, or the Superior Court of California, County of Los Angeles, West District, as appropriate. The parties agree that venue exists in either court, and each party expressly waives any right to transfer to another venue. The parties further agree that either court will have personal jurisdiction over the parties to this Agreement.
25. Survival of Provisions and Obligations. Any provision of this Agreement, which by its nature nmst be exercised after termination of this Agreement, will survive termination and remain effective for a reasonable time. Any obligation that accrued prior to termination of this Agreement will survive terrn.ination of this Agreement.
26. Exhibits. The following exhibits are incorporated by reference into this Agreement as though fully set forth herein.
Exhibit A
Exhibit B
Exhibit C
Scope of Services
Budget
Insurance Requirements
In witness whereof, the parties have caused this Agreement to be executed the day and year first above written.
ATTEST:
df1iui Ji()dtuJAn-U�
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
LANE DILG
City Attorney
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CITY OF SANTA MONICA,
West Coast Care Foundation, Inc.
By: -------,,- ---:;;.-1"'""- ---:-----:a.------;------- Name: --,L"""'-""'C.�=-c.--=--=_:_=----�----
Title: -----"'=--===�.«....<::=-----'-"''-1.p,,.:>._<.,"'-'-'= August 2017
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Exhibit A
Scope of Services
Performance Requirements - Consultant's Services
Consultant shall dedicate a minimum of three (3) employees to the Joint Homeless Outreach Service Provider Program to provide all of the following services ("Services") on a daily basis:
Perform daily outreach and intervention services to homeless persons within a geographic service area that will be determined by the Santa Monica Police Department's Homeless Liaison Program ("HLP") Team upon the basis of police calls for service, and/or service needs as demonstrated by the Homeless Services Registry, or other service-related data.
Provide up to seven-day-per-week availability during a wide range of variable hours for special operations according to the needs of the program, the geographic area to be served, and the working hours of the HLP Team (which vary according to team objectives). Generally, services will be provided during weekdays and may include early morning hours or late night hours.
Provide availability via telephone to the Santa Monica Police Department, other interrelated social service providers, and clients around the clock while assisting the HLP T earn with its mission.
Provide accessibility via email.
Go out each day in a systematic pattern within an established service area to contact homeless persons who are living on the streets of Santa Monica, and provide face-to-face intervention/ outreach efforts on the street where homeless persons are found.
Provide the constant care, incentive, and information necessary to encourage individuals to change behavior contributing to their homelessness.
Provide recent arrivals with information they need to provide alternatives to taking up residency on the streets of Santa Monica, such as referrals to service providers in areas such persons have left from or wish to return to.
Provide/ coordinate transportation to reunite qualified subjects with family members via the "Project Homecoming" program, or other relocation resources provided by the City or other social service providers.
Provide transportation to court (for subjects who do not qualify for Project Homecoming because of outstanding warrants) and stand by in court to advocate for resolutions that will allow subjects to be returned to family members.
Provide referrals to local service providers and ensure follow up. As needed, provide transportation of subjects to various area care providers and interact with care provider to
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ensure that the referral will adequately address eachsubject'sneeds or circumstances.
Provide notification to the Santa Monica Police Department regarding potential criminal activity encountered during outreach efforts in order to allow the HLP Team to promptly formulate a proper law enforcement response.
Attend community and business meetings with HLP team members to provide a social service perspective on situations.
Client Record Maintenance
Consultant shall comply with the following client record maintenance requirements:
Provide case management and follow-up services for program clients. This includes but is not limited to Santa Monica City Attorney emails and telephone calls, conversations and meetings with hospital staff, follow-up with psychiatric services, interacting with Santa Monica Human Services personnel regarding exchange of ideas and information, and follow-up with other social service providers.
Through program resources administered by the Santa Monica Police Department, procure and distribute homelessness resources (temporary housing vouchers, homeless service provider information, Project Homecoming information, etc.) to homeless population as necessary.
Accept referrals from the HLP Team that are received via the HLP team non-emergency community help line and offer assistance to Santa Monica residents and businesses that are having homelessness-related problems.
Provide monthly and quarterly activity reports including results of monthly census, log of daily activities, number of daily contacts, number of persons relocated, outcomes of post-relocation follow- up, hours worked by service provider employees, and other additional information as determined by the program administrator.
Provide detailed, monthly billing for services, including a specific breakdown of salary and benefit costs for employees and managers, line-item detail of non-salary supplies and expenses, and overhead costs for maintaining communications, transportation, insurance, and facilities.
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ExhibitB
Budget
The Consultant shall provide a minimum of two employees dedicated to the Joint Homeless Outreach Service Provider Program to provide services on a daily basis. The Consultant shall submit monthly invoices and supporting documentation with details of all Services provided and overhead costs incurred for City review and approval.
The Consultant shall be compensated for approved services and overhead costs in an amount not to exceed $250,000 per year for the term of the agreement. Estimated monthly cost is $20,833 as follows: Salary and benefits costs for an outreach coordinator, an administrator, an outreach staff person and a joint outreach assistant - $19,500; overhead to include communications equipment, vehicle and transportation costs, insurance, accounting fees, outreach supplies, such as food gift cards, bus tokens, water and granola bars, and facilities management - $1,333.
Any additional term of this agreement will be based on the same budgeted amounts.
The total compensation for the term of this agreement and any Extenstion Term shall not exceed One Million Dollars ($1,000,000.00).
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Exhibit C
Insurance Requirements and Verifications
Professional Services Agreement Insurance Requirements
No Professional Liability Insurance Required
Consultant shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees or subcontractors.
Minimum Scope and Limits of Insurance
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering COL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal and advertising injury, with limits of no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (Insurance Services Office Form CG 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers' Compensation: Workers' Compensation insurance as required by the State of California, with Statutory Limits and Employers' Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease (see footnote #l).
If the Consultant maintains broader coverage or higher limits than the minimums shown above, the City of Santa Monica req11ires and shall be entitled to any broader coverage and higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Monica.
Other Insurance Provisions
1. The insurance policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the COL policy with respect to liability arising out of work or operations performed by or on behalf of Consultant including materials, parts, or equipment furnished in
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connection with such work or operations. COL coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as Insurance Services Office Form CG 20 10 11 85, or if not available, through the addition of a combination of (1) CG 20 10, CG 20 26, CG 20 33, or CG 20 38 and (2) CG 20 37).
b. Primary Coverage: For any claims related to this Agreement, the Consultant's insurance shall be primary coverage at least as broad as Insurance Services Offices Form CG 20 01 04 13 as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Consultant's insurance and shall not contribute with it. c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica.
d. Waiver of Subrogation: Consultant hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Consultant may acquire against the City of Santa Monica by virtue of payment of any loss. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Santa Monica has received a waiver of subrogation endorsement from the insurer.
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa Monica may require the Consultant to purchase coverage with a lower retention or provide satisfactory proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Santa Monica.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in California with a current AM. Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.
Verification of Coverage
Consultant shall furnish the City of Santa Monica with original certificates and amendatory endorsements (or copies of the applicable policy language effecting coverage provided by this clause). All certificates and endorsements are to be received and approved by the City of Santa Monica before work commences. However, failure to obtain required documents
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prior to the work beginning shall not waive the Consultant's obligation to provide them.
The City of Santa Monica reserves the right to require complete, certified copies of all required insurance policies, including the endorsements required herein, at any time.
Failure to Maintain Insurance Coverage
If Consultant, for any reason, fails to maintain insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. The City of Santa Monica, at its sole option, may terminate this Agreement and obtain damages from the Consultant resulting from said breach.
Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. All exceptions must be approved in writing by the Risk Manager.
Footnotes
# 1: Workers' Compensation insurance coverage is not required if the Consultant does not have employees. The Consultant must, however, execute the City's Workers' Compensation Coverage Exemption Declaration Form.
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FIRST MODIFICATION OF AGREEMENT NO. 10684 (CCS)
This First Modification of Agreement Number 10684 (CCS) (“First Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica (“City”), a municipal corporation, and West Coast Care Foundation, Inc (“Consultant”) is made with reference to the following:
RECITALS
A. On or about June 24, 2018, the City and Consultant entered into Agreement Number 10684 (CCS) for homeless outreach services (“Original Agreement”).
B. The City and Consultant now desire to modify the Original Agreement to extend the initial term of the Agreement and to adjust accordingly the compensation paid to the Consultant.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. Section 1 of the Original Agreement entitled “Term” is hereby deleted and replaced with the following:
“Term. This Agreement begins on the Execution Date and terminates on June 30, 2021, unless sooner terminated in accordance with Section 14.
1.1 Option to Extend. The City, in its sole discretion, shall have the option to renew the Agreement for one (1) additional one-year period (“Extension Term”). The City may exercise this option by sending written notice to Consultant, after which the term of this Agreement shall be automatically extended through the Extension Term.”
2. Section 4 of the Original Agreement entitled “Compensation” is hereby deleted and replaced with the following:
Compensation. The City will compensate the Consultant for the Services performed in an amount not to exceed $150,000 for the term of this Agreement and in the manner set forth in Exhibit B-1, Budget. The total compensation for the term of this Agreement and any Extension Term shall not exceed $1,000,000 as set forth in Exhibit B-1.
3. Exhibit B to the Original Agreement shall be replaced and superseded with Exhibit B-1, a copy of which is attached hereto and incorporated herein by this reference.
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC 6/25/2020
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4. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC 6/24/2020
George S. Cardona
Interim City Attorney
6/24/2020
RH
West Coast Care
Ron Hooks
City Attorney
Lane Dilg
6/25/2020 6/25/2020
City Clerk
Denise Anderson-Warren
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Exhibit A
Scope of Services
Performance Requirements - Consultant's Services
Consultant shall dedicate a minimum of three (3) employees to the Joint Homeless Outreach Service Provider Program to provide all of the following services ("Services") on a daily basis:
Perform daily outreach and intervention services to homeless persons within a geographic service area that will be determined by the Santa Monica Police Department's Homeless Liaison Program (“HLP”) Team upon the basis of police calls for service, and/or service needs as demonstrated by the Homeless Services Registry, or other service-related data.
Provide up to seven-day-per-week availability during a wide range of variable hours for special operations according to the needs of the program, the geographic area to be served, and the working hours of the HLP Team (which vary according to team objectives). Generally, services will be provided during weekdays and may include early morning hours or late night hours.
Provide availability via telephone to the Santa Monica Police Department, other interrelated social service providers, and clients around the clock while assisting the HLP Team with its mission.
Provide accessibility via email.
Go out each dayin a systematic pattern within an established service area to contact homeless persons who are living on the streets of Santa Monica, and provide face-to-face intervention/outreach efforts on the streetwhere homeless persons are found.
Provide the constant care, incentive, and information necessary to encourage individuals to change behavior contributing to their homelessness.
Provide recent arrivals with information they need to provide alternatives to taking up residency on the streets of Santa Monica, such as referrals to service providers in areas such persons have left from or wish to return to.
Provide/coordinate transportation to reunite qualified subjects with family members via the "Project Homecoming" program, or other relocation resources provided by the City or other social service providers.
Provide transportation to court (for subjects who do not qualify for Project Homecoming because of outstanding warrants) and stand by in court to advocate for resolutions that will allow subjects to be returned to family members.
Provide referrals to localservice providers and ensure follow up. Asneeded, provide transportation of subjects to various area care providers and interact with care provider to ensure that the referral will adequately address eachsubject's needs orcircumstances.
Provide notification to the Santa Monica Police Department regarding potential criminal DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC
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activity encountered during outreach efforts in order to allow the HLP Team to promptly formulate a proper law enforcement response.
Attend community and business meetings with HLP team members to provide a social service perspective on situations.
Client Record Maintenance
Consultant shall comply with the following client record maintenance requirements:
Provide case management and follow-up services for program clients. This includes but is not limited to Santa Monica City Attorney emails and telephone calls, conversations and meetings with hospital staff, follow-up with psychiatric services, interacting with Santa Monica Human Services personnel regarding exchange of ideas and information, and follow-up with other social service providers.
Through program resources administered by the Santa Monica Police Department, procure and distribute homelessness resources (temporary housing vouchers, homeless service provider information, Project Homecoming information, etc.) to homeless population as necessary.
Accept referrals from the HLP Team that are received via the HLP team non-emergency community help line and offer assistance to Santa Monica residents and businesses that are having homelessness-related problems.
Provide monthly and quarterly activity reports including results of monthly census, log of daily activities, number of daily contacts, number of persons relocated, outcomes of post-relocation follow- up, hours worked by service provider employees, and other additional information as determined by the program administrator.
Provide detailed, monthly billing for services, including a specific breakdown of salary and benefit costs for employees and managers, line-item detail of non-salary supplies and expenses, and overhead costs for maintaining communications, transportation, insurance, and facilities.
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC
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Exhibit B-1
Budget
The Consultant shall provide a minimum of two employees dedicated to the Joint Homeless Outreach Service Provider Program to perform the Services on a daily basis.
Consultant shall submit monthly invoices and supporting documentation with details of all Services provided and overhead costs incurred to the City for its review and approval.
The Consultant shall be compensated for all services and overhead costs approved by the City in an amount not to exceed $150,000 for each year of the Agreement Term.
The monthly overhead costs for Consultant are estimated to be $12,500 and includes the salary and benefits costs for an outreach coordinator, an administrator, an outreach staff person, and a joint outreach assistant.
Any Extension Term of this Agreement shall be based on the same budgeted amounts.
The total amount of compensation paid to Consultant for the Term of this Agreement and for any Extension Term shall not exceed $1,000,000.00.
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC
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FIRST MODIFICATION OF AGREEMENT NO. 10684 (CCS)
This First Modification of Agreement Number 10684 (CCS) (“First Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica (“City”), a municipal corporation, and West Coast Care Foundation, Inc (“Consultant”) is made with reference to the following:
RECITALS
A. On or about June 24, 2018, the City and Consultant entered into Agreement Number 10684 (CCS) for homeless outreach services (“Original Agreement”).
B. The City and Consultant now desire to modify the Original Agreement to extend the initial term of the Agreement and to adjust accordingly the compensation paid to the Consultant.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. Section 1 of the Original Agreement entitled “Term” is hereby deleted and replaced with the following:
“Term. This Agreement begins on the Execution Date and terminates on June 30, 2021, unless sooner terminated in accordance with Section 14.
1.1 Option to Extend. The City, in its sole discretion, shall have the option to renew the Agreement for one (1) additional one-year period (“Extension Term”). The City may exercise this option by sending written notice to Consultant, after which the term of this Agreement shall be automatically extended through the Extension Term.”
2. Section 4 of the Original Agreement entitled “Compensation” is hereby deleted and replaced with the following:
Compensation. The City will compensate the Consultant for the Services performed in an amount not to exceed $150,000 for the term of this Agreement and in the manner set forth in Exhibit B-1, Budget. The total compensation for the term of this Agreement and any Extension Term shall not exceed $1,000,000 as set forth in Exhibit B-1.
3. Exhibit B to the Original Agreement shall be replaced and superseded with Exhibit B-1, a copy of which is attached hereto and incorporated herein by this reference.
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC 6/25/2020
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4. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC 6/24/2020
George S. Cardona
Interim City Attorney
6/24/2020
RH
West Coast Care
Ron Hooks
City Attorney
Lane Dilg
6/25/2020 6/25/2020
City Clerk
Denise Anderson-Warren
ATTACHMENT O
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Exhibit A
Scope of Services
Performance Requirements - Consultant's Services
Consultant shall dedicate a minimum of three (3) employees to the Joint Homeless Outreach Service Provider Program to provide all of the following services ("Services") on a daily basis:
Perform daily outreach and intervention services to homeless persons within a geographic service area that will be determined by the Santa Monica Police Department's Homeless Liaison Program (“HLP”) Team upon the basis of police calls for service, and/or service needs as demonstrated by the Homeless Services Registry, or other service-related data.
Provide up to seven-day-per-week availability during a wide range of variable hours for special operations according to the needs of the program, the geographic area to be served, and the working hours of the HLP Team (which vary according to team objectives). Generally, services will be provided during weekdays and may include early morning hours or late night hours.
Provide availability via telephone to the Santa Monica Police Department, other interrelated social service providers, and clients around the clock while assisting the HLP Team with its mission.
Provide accessibility via email.
Go out each dayin a systematic pattern within an established service area to contact homeless persons who are living on the streets of Santa Monica, and provide face-to-face intervention/outreach efforts on the streetwhere homeless persons are found.
Provide the constant care, incentive, and information necessary to encourage individuals to change behavior contributing to their homelessness.
Provide recent arrivals with information they need to provide alternatives to taking up residency on the streets of Santa Monica, such as referrals to service providers in areas such persons have left from or wish to return to.
Provide/coordinate transportation to reunite qualified subjects with family members via the "Project Homecoming" program, or other relocation resources provided by the City or other social service providers.
Provide transportation to court (for subjects who do not qualify for Project Homecoming because of outstanding warrants) and stand by in court to advocate for resolutions that will allow subjects to be returned to family members.
Provide referrals to localservice providers and ensure follow up. Asneeded, provide transportation of subjects to various area care providers and interact with care provider to ensure that the referral will adequately address eachsubject's needs orcircumstances.
Provide notification to the Santa Monica Police Department regarding potential criminal DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC
ATTACHMENT O
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activity encountered during outreach efforts in order to allow the HLP Team to promptly formulate a proper law enforcement response.
Attend community and business meetings with HLP team members to provide a social service perspective on situations.
Client Record Maintenance
Consultant shall comply with the following client record maintenance requirements:
Provide case management and follow-up services for program clients. This includes but is not limited to Santa Monica City Attorney emails and telephone calls, conversations and meetings with hospital staff, follow-up with psychiatric services, interacting with Santa Monica Human Services personnel regarding exchange of ideas and information, and follow-up with other social service providers.
Through program resources administered by the Santa Monica Police Department, procure and distribute homelessness resources (temporary housing vouchers, homeless service provider information, Project Homecoming information, etc.) to homeless population as necessary.
Accept referrals from the HLP Team that are received via the HLP team non-emergency community help line and offer assistance to Santa Monica residents and businesses that are having homelessness-related problems.
Provide monthly and quarterly activity reports including results of monthly census, log of daily activities, number of daily contacts, number of persons relocated, outcomes of post-relocation follow- up, hours worked by service provider employees, and other additional information as determined by the program administrator.
Provide detailed, monthly billing for services, including a specific breakdown of salary and benefit costs for employees and managers, line-item detail of non-salary supplies and expenses, and overhead costs for maintaining communications, transportation, insurance, and facilities.
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC
ATTACHMENT O
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Exhibit B-1
Budget
The Consultant shall provide a minimum of two employees dedicated to the Joint Homeless Outreach Service Provider Program to perform the Services on a daily basis.
Consultant shall submit monthly invoices and supporting documentation with details of all Services provided and overhead costs incurred to the City for its review and approval.
The Consultant shall be compensated for all services and overhead costs approved by the City in an amount not to exceed $150,000 for each year of the Agreement Term.
The monthly overhead costs for Consultant are estimated to be $12,500 and includes the salary and benefits costs for an outreach coordinator, an administrator, an outreach staff person, and a joint outreach assistant.
Any Extension Term of this Agreement shall be based on the same budgeted amounts.
The total amount of compensation paid to Consultant for the Term of this Agreement and for any Extension Term shall not exceed $1,000,000.00.
DocuSign Envelope ID: A567D687-AB48-4307-8272-69BAB9CE53AC
ATTACHMENT O
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SECOND MODIFICATION OF AGREEMENT NO. 10684 (CCS)
This Second Modification of Agreement Number 10684 (CCS) (“Second Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica (“City”), a municipal corporation, and West Coast Care Foundation, Inc. (“Consultant”), is made with reference to the following:
RECITALS
A. On or about June 24, 2018, the City and Consultant entered into Agreement Number 10684 (CCS) for homeless outreach services (“Original Agreement”).
B. On or about June 25, 2020, the City and Consultant entered into a First Modification of Agreement Number 10684 (CCS) (“First Modification”) which extended the initial term, modified the City’s option to extend the Original Agreement, and adjusted the compensation paid to Consultant. The Original Agreement and First Modification may be referred to collectively herein as “the Agreement.”
C. The City and Consultant now desire to modify the Agreement further to adjust the current fiscal year’s compensation paid to the Consultant and to amend the scope of services provided to the City.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. Section 2 of the Agreement entitled “Compensation”, as modified by the First Modification, is hereby deleted and replaced with the following:
Compensation. The City shall compensate Consultant for the Services performed and provided to City in an amount not to exceed $200,000 during the term of this Agreement and in the manner set forth in Exhibit B-2, Budget. The total compensation paid to Consultant for all services performed and provided to City under this Agreement and any subsequent modification thereto shall not exceed $1,000,000.
2. Section 3 of the Original Agreement entitled “Consultant Services” is hereby deleted and replaced with the following:
Consultant Services. The Consultant shall perform and provide to City all of the services described in Exhibit A-2, Scope of Services (hereinafter “Services”). The DocuSign Envelope ID: 2637039D-6D56-4229-AC20-BF44D1BD6CD3 2/19/2021
ATTACHMENT O
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Consultant shall perform and provide the Services to City in accordance with Exhibit B-2, Budget.
3. Exhibit A-1 of the Agreement, as modified by the First Modification, and Exhibit B of the Agreement are hereby replaced and superseded by Exhibit A-2 and Exhibit B-2, respectively. Exhibits A2 and B-2 are attached to this Second Modification and are incorporated into the Original Agreement.
4. Except as expressly modified by this Second Modification, all other terms and conditions of the Agreement shall be and remain in full force and effect.
DocuSign Envelope ID: 2637039D-6D56-4229-AC20-BF44D1BD6CD3
ATTACHMENT O
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IN WITNESS WHEREOF, the parties have executed this Second Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: 2637039D-6D56-4229-AC20-BF44D1BD6CD3 George Cardona
Interim City Attorney
2/16/2021
RH
West Coast Care
2/17/2021
Ron Hooks
Interim City Manager
Lane Dilg
2/19/2021 2/22/2021
City Clerk
Denise Anderson-Warren
ATTACHMENT O
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Exhibit A-2
Scope of Services
A. One member of the Consultant team will be available via telephone from 0500 to 2000 each day of the year.
B. Consultant to provide direct homeless outreach services in the field for a total of 25 hours per week or a total of 1,300 hours per year.
C. Consultant to provide daily homeless outreach services within the geographic service area of the City of Santa Monica beach and Pier.
D. Consultant to provide outreach services Monday – Friday at 1100 am at the Blue Gazebo on the Santa Monica Pier.
E. Consultant to develop action plans for at least 250 homeless people per year.
F. Consultant to provide case management and follow-up services for 250 program clients per year. This includes, but is not limited to, Santa Monica City Attorney emails and telephone calls, conversations and meetings with hospital staff, follow-up with psychiatric services, interacting with Santa Monica Human Services personnel regarding exchange of ideas and information, and follow-up with other social service providers.
G. Consultant to provide monthly activity reports including results of monthly census, log of daily activities or hours worked, number of daily contacts, number of persons temporarily/transitionally sheltered and number permanently housed, number of family reunifications, hours worked by service provider employees, and other additional information as determined by the program administrator.
H. Consultant to provide detailed, monthly invoices for services provided, including a specific breakdown of salary and benefit costs for all staff, line-item detail of non-salary supplies and expenses, and overhead costs for maintaining communications, transportation, insurance, and facilities.
I. Consultant to provide homeless engagement training to SMFD personnel at least once a year.
The training shall be provided for each of the three shifts spread over three days and two different timeslots to accommodate all shifts and 40-hour personnel.
DocuSign Envelope ID: 2637039D-6D56-4229-AC20-BF44D1BD6CD3
ATTACHMENT O
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Exhibit B-2
Budget
The Consultant shall be compensated for services provided in Exhibit A-2 in an amount not to exceed $150,000 per year for the term of the agreement. Estimated monthly cost is $12,500 and covers salary and benefits, operating costs, overhead to include communications equipment, vehicle and transportation costs, insurance, accounting fees, outreach supplies, such as food gift cards, bus tokens, water and granola bars, and facilities management.
Effective February 1, 2021 the Consultant shall be compensated an additional $50,000 in one-time CARES and Economic Recovery funding for staffing costs associated with services provided in Exhibit A-2 for a total amount not to exceed $200,000 for Fiscal Year 2020-2021 term of the agreement.
Any Extension Term of this Agreement shall be based on the original budgeted amount of $150,000, unless otherwise authorized by City Council. The total amount of compensation paid to Consultant for the Term of this Agreement and for any Extension Term shall not exceed $1,000,000.
DocuSign Envelope ID: 2637039D-6D56-4229-AC20-BF44D1BD6CD3
ATTACHMENT O
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THIRD MODIFICATION OF AGREEMENT NO. 10684 (CCS)
This Third Modification of Agreement Number 10684 (CCS) (“Third Modification”), entered into as of (“Execution Date”), by and between the City of Santa Monica (“City”), a municipal corporation, and West Coast Care Foundation, Inc. (“Consultant”), is made with reference to the following:
RECITALS
A. On or about June 24, 2018, the City and Consultant entered into Agreement Number 10684 (CCS) for homeless outreach services (“Original Agreement”).
B. On or about June 25, 2020, the City and Consultant entered into a First Modification of Agreement Number 10684 (CCS) (“First Modification”) which extended the initial term, modified the City’s option to extend the Original Agreement, and adjusted the compensation paid to Consultant. The Original Agreement and First Modification may be referred to collectively herein as “the Agreement.”
C. On or about February 19, 2021, the City and Consultant entered into a Second Modification of Agreement Number 10684 (CCS) (“Second Modification”) which adjusted the Consultant’s scope of work and compensation paid to Consultant. The Original Agreement, First Modification, and Second Modification may be referred to collectively herein as “the Agreement.” D. The City and Consultant now desire to modify the Agreement further to adjust the current fiscal year’s compensation paid to the Consultant and to amend the scope of services provided to the City.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. Section 2 of the Agreement entitled “Compensation”, as modified by the Second Modification, is hereby deleted, and replaced with the following:
Compensation. The City shall compensate Consultant for the Services performed and provided to City in an amount not to exceed $210,000 during the term of this Agreement and in the manner set forth in Exhibit B-3, Budget. The total compensation paid to Consultant for all services performed and provided to City under this Agreement and any subsequent modification thereto shall not exceed $1,000,000.
DocuSign Envelope ID: 99A027EE-6F63-46AD-BD75-E0E77D5BD931 8/18/2021
ATTACHMENT O
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2. Section 3 of the Original Agreement entitled “Consultant Services” is hereby deleted and replaced with the following:
Consultant Services. The Consultant shall perform and provide to City all of the services described in Exhibit A-3, Scope of Services (hereinafter “Services”). The Consultant shall perform and provide the Services to City in accordance with Exhibit B-3, Budget.
3. Exhibit A-1 of the Agreement, as modified by the First Modification, and Exhibit B of the Agreement are superseded by Exhibit A-2 and Exhibit B-2, respectively. Exhibit A-2 and Exhibit B-2 of the Agreement, as modified by the Second Modification, are hereby replaced, and superseded by Exhibit A-3 and Exhibit B-3, respectively. Exhibit A-3 and Exhibit B-3 are attached to this Third Modification and are incorporated into the Original Agreement.
4. Except as expressly modified by this Third Modification, all other terms and conditions of the Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Third Modification as of the date and year first written above.
ATTEST:
APPROVED AS TO FORM:
CITY OF SANTA MONICA,
a municipal corporation
By:
West Coast Care Foundation
By:
Ron Hooks
DocuSign Envelope ID: 99A027EE-6F63-46AD-BD75-E0E77D5BD931 Interim City Attorney
George S. Cardona
West Coast Care
RH
8/18/2021
John Jalili
Interim City Manager City Clerk
Denise Anderson-Warren
ATTACHMENT O
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Exhibit A-3
Scope of Services
A. One member of the Consultant team will be available via telephone from 0500 to 2000 each day of the year.
B. Consultant to provide direct homeless outreach services in the field for a total of 25 hours per week or a total of 1,300 hours per year.
C. Consultant to provide daily homeless outreach services within the geographic service area of the City of Santa Monica beach and Pier.
D. Consultant to provide outreach services Monday – Friday at 1100 am at the Blue Gazebo on the Santa Monica Pier.
E. Consultant to develop action plans for at least 250 homeless people per year.
F. Consultant to provide case management and follow-up services for 250 program clients per year. This includes but is not limited to Santa Monica City Attorney emails and telephone calls, conversations and meetings with hospital staff, follow-up with psychiatric services, interacting with Santa Monica Human Services personnel regarding exchange of ideas and information, and follow-up with other social service providers.
G. Consultant to provide monthly activity reports including results of monthly census, log of daily activities or hours worked, number of daily contacts, number of persons temporarily/transitionally sheltered, and number permanently housed, number of family reunifications, hours worked by service provider employees, and other additional information as determined by the program administrator.
H. Consultant to provide detailed, monthly invoices for services provided, including a specific breakdown of salary and benefit costs for all staff, line-item detail of non-salary supplies and expenses, and overhead costs for maintaining communications, transportation, insurance, and facilities.
I. Consultant to provide homeless engagement training to SMFD personnel at least once a year. The training shall be provided for each of the three shifts spread over three days and two different timeslots to accommodate all shifts and 40-hour personnel.
J. Consultant shall work collaboratively with the SMFD’s newly deployed Community Response Unit (CRU) to address homelessness.
DocuSign Envelope ID: 99A027EE-6F63-46AD-BD75-E0E77D5BD931
ATTACHMENT O
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Exhibit B-3
Budget
The Consultant shall be compensated for services provided in Exhibit A-3 in an amount not to exceed $150,000 per year for the term of the agreement. Estimated monthly cost is $12,500 and covers salary and benefits, operating costs, overhead to include communications equipment, vehicle and transportation costs, insurance, accounting fees, facilities management, and outreach supplies, such as food gift cards, bus tokens, water, and granola bars.
Effective July 1, 2021 the Consultant shall be compensated an additional $60,000 in onetime City Council authorized funding for staffing costs associated with services provided in Exhibit A-3 for a total amount not to exceed $210,000 for the Fiscal Year 2021-22 term of the agreement.
The total amount of compensation paid to Consultant for the Term of this Agreement shall not exceed $1,000,000.
DocuSign Envelope ID: 99A027EE-6F63-46AD-BD75-E0E77D5BD931
ATTACHMENT O
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