60684.00011\41944129.1
DEVELOPMENT MANAGEMENT AGREEMENT
BETWEEN
CITY OF THOUSAND OAKS
AND
DIGNITYMOVES,
a California nonprofit corporation
THOUSAND OAKS NAVIGATION CENTER
1205 Lawrence Drive
Thousand Oaks, California 91320
ATTACHMENT #3
60684.00011\41944129.1
1 DEVELOPMENT MANAGEMENT AGREEMENT
THIS DEVELOPMENT MANAGEMENT AGREEMENT (the " Agreement") is made effective as of ___________, 2024 (“Effective Date”), by and between CITY OF THOUSAND OAKS ("City") and DignityMoves (“DignityMoves”) a California nonprofit corporation. The City and DignityMoves are collectively referred to as the “Parties”.
RECITALS
A. This Agreement is intended to provide for the development of modular housing that will serve as navigation center (“Navigation Center”) for unhoused individuals to provide Housing First, low-barrier, service-enriched non-congregate shelter focused on moving people into permanent housing, and providing temporary living facilities while case managers connect individuals experiencing homelessness to income, public benefits, health services, shelter, and housing.
B. The City owns that certain real property commonly known as 1205 Lawrence Drive in the City of Thousand Oaks (the “City”), County of Ventura, State of California, APN 667-0-080-105, as more particularly described in Exhibit "A" attached to this Agreement (the " Property"), which it proposes to lease to Many Mansions, a California nonprofit corporation (“Many Mansions”), pursuant to that certain Ground Lease entered into concurrently and in conjunction herewith (“Ground Lease”).
C. On or about November 3, 2022 , DignityMoves , Many Mansions, and another entity, Hope the Mission (“Hope the Mission”), a California nonprofit corporation that provides homeless services, submitted a joint proposal to develop and operate the Project (the “Proposal”). Pursuant t o that Proposal, DignityMoves proposed developing the Property for the purpose of allowing Many Mansions and Hope the Mission to operate the Navigation Center.
D. On or about December 6, 2022 , the City selected the Proposal and commenced negotiations with DignityMoves, Many Mansions, and Hope the Mission, for the purposes of developing and operating the Navigation Center with residential living units that contain a minimum of thirty (30) beds, with a potential for up to fifty (50) beds , along with wet areas (including common restrooms and restrooms adjoining certain units), common areas (including, ancillary dining, laundry and storage facilities for residents) and office and administration facilities for operation of the foregoing (together with all related facilities, the “ Project”). For purposes of this Agreement, the term “Project” shall be deemed to include the final number of residential units developed with related improvements as ultimately approved by the City and any Governmental authority or authorities with jurisdiction.
E. Pursuant to the Ground Lease, the City and Many Mansions have agreed to develop the Property with permanent infrastructure and tenant improvements (collectively, the “Project Improvements”) on the Property for purposes of developing the Project. The purpose of this Development Management Agreement is to provide for the 60684.00011\41944129.1
2 terms and conditions of the acquisition, construction, and completion of the Project Improvements, in accordance with the Improvement Plan.
F. The City will provide and administer funding, which is expected to include funding from the City of Thousand Oaks, County of Ventura, and State of California via the Encampment Resolution Fund (“ERF”) grant, as set forth below. All City and County funding, inclusive of the ERF shall be referred to as the “Funding.” G. DignityMoves agrees and understands that the Funding is being made available for Development Work to acquire, construct, and develop the Improvements and operation of the Navigation Center.
H. DignityMoves represents and warrants that it is experienced in developing interim housing development projects similar to the Project and will provide development management services for this Project.
I. The City desires to engage DignityMoves, and DignityMoves desires, to manage, arrange, supervise and coordinate the planning, design, entitlement, permitting, construction and completion of the Improvements and the Development Work (as such term is hereinafter defined) upon the terms, conditions and covenants herein described , for the purpose of delivering the Property to Many Mansions to operate the Navigation Center in accordance with the Ground Lease.
NOW, THEREFORE, in consideration of the foregoing Recitals , which are incorporated herein by this reference, and the mutual promises and covenants contained in this Agreement, the Parties agree as follows:
ARTICLE 1
DEFINITIONS
For the purposes of this Agreement, the following terms shall have the respective meanings set forth below:
"Affiliate" shall mean a person or entity controlled by, under common control with or controlling another person or entity . The term "control" means the ownership, directly or indirectly, of at least 50% of the voting ownership interests in an entity, or the management control of an entity.
"Agreement" shall mean this Development Management Agreement, as may be amended, modified or supplemented from time to time.
“Architect” shall mean the licensed project architect engaged by DignityMoves to serve as architect for the Project. DignityMoves has engaged Gensler to act as the Architect for the Project.
"Business Day" shall mean any day other than a Saturday, Sunday or other than a holiday on which businesses in the State of California are generally closed for business. 60684.00011\41944129.1
3 "City" shall mean the City of Thousand Oaks, California. "Claims" shall mean any and all claims, liabilities, losses, damages, costs or expenses, including, without limitation, actual attorneys' fees and costs, court costs, demands, debts, causes of action, fines, judgments and penalties. "Consultants" shall mean the architects, engineers, consultants or designers engaged by DignityMoves for the Project.
"Contractor(s)" shall mean one or more licensed general contractors to be engaged by DignityMoves to construct all or a portion of the Improvements. DignityMoves intends to engage Swinerton Builders Southern California, a California corporation to act as the general contractor for the Project.
"Day" shall mean a calendar day unless specifically referenced as a Business Day. "Development Budget" shall mean the budget for the Development Work , which is attached hereto as Exhibit B and incorporated herein by reference, setting forth the costs, expenses, and income and other relevant financial projections to perform and complete the Development Work.
"Improvement Plan" shall mean the Improvement Plan, as defined in the Ground Lease, and which is further set forth in Exhibit C attached hereto and incorporated herein by reference.
"Development Schedule" shall mean the schedule, which is attached hereto as Exhibit D and incorporated herein by reference , showing the dates of commencement and completion of various components of the Development Work . Any amendment or change to the Development Schedule that will delay the overall completion date by more than fifteen (15) days other than by reason of an Unavoidable Delay is subject to the City’s written approval.
“Development Work” shall mean any and all construction and other work necessary for the construction of the Project Improvements, all as covered by the Development Budget.
"Entitlements" shall mean the Permits and all other Governmental agreements, permits, approvals and entitlements required from time to time for the development of the Project.
“Government” or “Governmental” shall mean and include the City and any other governmental, quasi-governmental, or public utility authority. “Ground Lease ” shall mean the Ground Lease (Lawrence Drive Navigation Center), between the City and Many Mansions, made and entered into as of the same date of execution of this Agreement.
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4 "Project Contract(s) " shall mean any contracts for acquisition, design, or construction of the Project entered into by DignityMoves and any Contractor, consultant or other Third Party providing materials or services for the performance of Development Work.
"Project Improvements" shall mean the onsite and offsite grading, paving, fencing, installation of sewer, water, storm drain, electrical, cable, and other utilities and connections to the Property and the Project, site preparation and installation of Units, approved by the City, to be incorporated into the Project, and vertical construction of any improvements constituting the Project, together with the installation of landscape areas, including entry areas, walkways, open space and any other improvements to be constructed in con nection with the development of the Project as set forth in the Plans and Specifications, as the same may be amended, modified or supplemented from time to time pursuant to the terms hereof, and any other Work of Improvement as that term is defined in Section 8050 of the California Civil Code. The Improvements include all Tenant Improvements and Permanent Infrastructure, as defined herein, and specified in the Plans and Specifications.
"Line Items " shall mean the cost accounting categories set forth in the Development Budget for each of the construction trades for the construction of the Project Improvements and for any separate material categories or other development costs, including costs to obtain the Entitlements.
"Notice of Termination" shall mean a written notice of termination of this Agreement delivered by the City to DignityMoves and/or by DignityMoves to the City. “Permanent Infrastructure” shall have the meaning set forth in the Improvement Plan.
"Permits" shall mean such grading and building permits , or any other public agency permits as may be necessary for the construction of the Improvements. "Plans and Specifications" shall mean the grading plans and the architectural and engineering plans and specifications for the Project Improvements including the Improvement Plan, as defined herein, which is attached hereto and incorporated herein by reference, the plot plans showing the proposed location of the Improvements and appurtenances, and such other plans and specifications as may be necessary for the construction of the Improvements.
"Project" shall have the meaning set forth in Recital D. "Project Costs" shall mean all costs incurred by DignityMoves in connection with the Project, in accordance with the Development Budget or otherwise approved by the City in writing.
“Property” shall have the meaning set forth in Recital B. 60684.00011\41944129.1
5 "Services" shall mean the development services contemplated to be performed by DignityMoves under this Agreement.
"Subcontractor" shall mean a person or organization who has a direct contract with Contractor to perform any work or to provide any materials, equipment or supplies for the Project and, as used herein, unless the context otherwise requires, shall include sub-subcontractors.
“Tenant Improvements” shall have the meaning set forth in the Improvement Plan.
"Third Party or Parties" shall mean individually or collectively, as applicable, any Consultant, Contractor, Subcontractor, vendor, supplier or any other person or entity providing services or materials to the Project, other than DignityMoves. "Unavoidable Delay " shall mean any prevention, delay or stoppage in the Services required of DignityMoves and/or other Third Parties performing services pursuant to this Agreement, but not including any payment and/or performance obligations of DignityMoves, caused by war, insurrection, strikes, lockouts, riots, unusually adverse weather, unavailability of labor or construction materials, supplies and equipment or product shortages, floods, earthquakes, fires, casualties, acts of God, acts of a public enemy, epidemics, pandemics, quarantine restrictions, freight embargoes, lack of transportation, suits filed by unrelated third parties concerning or arising out of this Agreement or unseasonable weather conditions, newly enacted Governmental regulations or con trols, or other matters or causes beyond the reasonable control of DignityMoves, including any delays arising from unreasonable processing times for City or other public agency approvals , in which event the time within which this Agreement requires certain acts to be performed shall be extended for a period equal to any such prevention, delay or stoppage. The time for performance of provisions of this Agreement by either Party shall be extended for a period equal to the period of any Unavoidable Delay affecting the Project or this Agreement will be deemed granted only if written notice by the Party claiming such extension is sent to the other Party within thirty (30) calendar days from the commencement of the cause.
“Units” prefabricated and/or modular housing units, approved by the City, to be incorporated into the Project.
ARTICLE 2
ENGAGEMENT; STANDARDS OF PERFORMANCE
2.1 Engagement. The City hereby engages DignityMoves as the development manager of the Project with respect to the Development Work, for the purpose of managing, supervising and coordinating the planning, design, entitlement, permitting, construction and completion of the Development Work, all in accordance with the terms, conditions and limitations herein set forth. DignityMoves hereby accepts such engagement, and DignityMoves hereby agrees to use reasonable efforts to perform the 60684.00011\41944129.1
6 Services, including (i) obtaining and preserving all Entitlements required for Project occupancy (See Section 3.2.2) , (ii) negotiating and entering into any Project Contracts necessary for the acquisition of the Project Improvements and completion of the Project, (iii) overseeing and managing construction of the Improvements by Third Parties pursuant to approved Plans and Specifications, (iv) obtaining the acceptance of the applicable Improvements by the City, and any other relevant Governmental agencies, (v) otherwise providing all Services necessary for completion of the Development Work, within the Development Budget and Development Schedule as the same may be modified from time to time in accordance with this Agreement , (vi) signing documents, purchase orders, change orders and other instruments and writings related to the Project, ( vii) issuing payments in connection with the Development Work on checks drawn against the Project Account(s) (as such term is hereafter defin ed), and ( viii) such other tasks as are necessary to perform or procure the Development Work or as requested by the City.
2.2 Standard of Performance . DignityMoves shall furnish its skill and judgment to perform the Development Work and shall cooperate with the City and the Third Parties performing Development Work or otherwise providing services relating to the Project. DignityMoves shall perform its duties and obligations under this Agreement in a reasonably efficient, expeditious and economical manner, in accordance with the applicable Development Schedule (subject, however, to the provisions of Section 3.2) and within the amounts budgeted in the Development Budget (except as otherwise permitted pursuant to the terms of this Agreement) consistent with the professional care, skill, judgment, diligence and care ordinarily provided by development manager s, construction managers, or oth er similar industry professionals practicing in the same or similar locality under the same or similar circumstances. DignityMoves shall perform its services as expeditiously as is consistent with such skill and care and the orderly progress of the Project. DignityMoves shall devote sufficient time and attention to ensure the full, prompt and professional discharge of its duties under this Agreement.
2.3 DignityMoves's Personnel. DignityMoves may perform its duties and obligations hereunder with its own employees. DignityMoves shall be responsible for hiring, supervising, training, and terminating all of its employees and staff members performing Services relating to the Project. The persons designated by DignityMoves as its representatives ("Representatives") shall represent DignityMoves as its agents and all written communications given to or by those Representatives shall be as if given to or by DignityMoves. DignityMoves and its employees shall at all times perform DignityMoves' obligations hereunder in a good and workmanlike manner. Any employee of DignityMoves performing Development Work who, in the reasonable opinion of the City, does not perform its work in a skillful manner or appears to be incompetent or to act in a disorderly or intemperate manner shall, at the written request of the City, be promptly removed from performing Development Work on the Project . DignityMoves shall fully comply with all applicable laws and regulations relating to worker’s compensation, social security, unemployment insurance, hours of labor, wages, working conditions, and other employer-employee related laws related to DignityMoves employees , including but not limited to, as applicable, Prevailing Wage Laws.
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7 2.4 City Representatives. Ingrid Hardy Assistant C ity Manager shall represent the City as its agent (s), and all written communications given to or by such representative(s) shall be deemed given to or by the City. The City’s representatives may change from time to time by the City by delivery of written notice thereof to DignityMoves.
2.5 Access to Work. The City, DignityMoves and their respective officers, managers, members, representatives, agents and employees shall at all times have access to the Project and the Development Work wherever it is in preparation or progress.
Many Mansions shall have access to the Property in accordance with the Lease. Hope the Mission shall have access to the Property to the extent necessary for evaluating the Project Improvements and planning for intended operations of the Navigation Center.
2.6 Project Payments.
2.6.1 By the fifteenth (15th) day of the following calendar month, DignityMoves shall submit to the City a payment application (“Pay Application”) which shall set forth in detail the value of the Development Work done for the period beginning with the date work was first commenced and ending on the end of the calendar month for which the payment request is prepared. DignityMoves shall include any a mount earned for authorized extra work. Each Pay Application shall be supported by evidence which is required by thi s Agreement and such other documentation as the City may reasonably require. DignityMoves and any Contractor who performed the Development Work for which payment is requested shall certify that the Development Work has been done and that the materials listed are stored where indicated. DignityMoves may be required to furnish a detailed schedule of values upon request of the City and in such detail and form as the City shall request, showing the quantities, unit prices, overhead, profit, and all other expenses involved in order to provide a basis for determining the amount of progress payments.
2.6.2 From the total amount requested in a Pay Application , excluding a ll items listed as soft costs in the Development Budget and all items not included in the Contractor’s schedule of values attached to the Contractor’s contract with DignityMoves, a deduction shall be made in the amount of five percent (5%) for retention.
From the remainder a further deduction may be made in accordance with Section 2.6.3, below. The amount computed, less the amount withheld for retention and any amounts withheld as set forth below, shall be the amount of DignityMoves’ progress payment.
2.6.3 The City may deduct from each progress payment an amount necessary to protect City from loss because of: (1) any sums expended by the City in performing any of DignityMoves ’ obligations under any Project Contract which , after written notice and failure to cure within five (5) business days, DignityMoves has failed to perform or has performed inadequately; (2 ) defective Development Work not remedied within five (5) business days of written notice to DignityMoves; (3) stop notices as allowed by state law; (4) reasonable doubt that the Development Work can be completed for within Ten Thousand Dollars ($10,000) of the unpaid balance of the Development Budget or within fifteen (15) days of the scheduled completion date other than by reason of Unavoidable Delays ; (5 ) unsatisfactory prosecution of the Development Work by any 60684.00011\41944129.1
8 Contractor; (6 ) unauthorized deviations from a Project Contract; (7 ) failure of DignityMoves or a Contractor to maintain or submit on a timely basis (in any event within five (5) business days of written notice) proper and sufficient documentation as required by a Project Contract or by the City during the prosecution of the Development Work; (8) erroneous or false estimates by DignityMoves or a Contractor of the value of the Development Work performed; (9) any sums representing expenses, losses, or damages as determined by the City, incurred by the City for which DignityMoves or a Contractor is liable under a Project Contract; and (10 ) any other sums which the City is entitled to recover from DignityMoves under the terms of this Agreement or pursuant to state law.
The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City’s right to such sums
2.6.4 The City may apply any amounts withheld under Section 2.6.3 to payment of such claims or obligations at its reasonable discretion, unless otherwise required by law. For any such payments, the City shall be deemed the agent of DignityMoves and any payment so made by the City shall be considered as a payment made under contract by the City to DignityMoves and the City shall not be liable to DignityMoves for such payments made in good faith. Such payments may be made without prior judicial determination of c laim or obligations. The City will render DignityMoves a proper accounting of such funds disbursed on behalf of DignityMoves.
2.6.5 Upon receipt, the City shall review the Pay Application to determine whether it is undisputed and suitable for payment. If the payment request is determined to be unsuitable for payment, it shall be returned to DignityMoves as soon as practicable but not later than seven (7) days after receipt, accompanied by a document setting forth in writing the reasons why the payment request is not proper. The City shall make the progress payment within twenty-one (21) calendar days after the receipt of an undisputed and properly submitted payment request ed Pay Application from DignityMoves, provided that a release of liens and claims has been received from DignityMoves, or the applicable Contractor, pursuant to Civil Code section 8132.
2.6.6 All retention amounts shall be paid upon the following: (i) satisfactory receipt of paid invoices, (ii) inspection by City that work has been satisfactorily completed; (iii) a final building inspection passing all building requirements, (iv) expiration of the time for any contractor to file a lien, or waiver of lien approved by City, (v) recording a Notice of Completion, and (vi) Tenant’s written agreement to accept the Improvements without any conditions or objections . The retention amount shall be paid after City confirms all conditions set forth in this sub-paragraph have been satisfied.
2.6.7 The City shall make payments to DignityMoves pursuant to this section by wire transfer to an account established by DignityMoves for the Project, as further agreed upon in writing by the Parties.
2.7 Licensing. DignityMoves has advised the City , and the City acknowledges, that DignityMoves does not hold a Contractor’s State License Board (CSLB) license. DignityMoves shall ensure all Contractors for the Development Work have the required licenses for performing work in California. Notwithstanding the 60684.00011\41944129.1
9 foregoing, nothing in this Agreement or DignityMoves’ performance of any obligations hereunder relieve DignityMoves from any liability for failure to comply with the terms and conditions of this Agreement. DignityMoves shall obtain a business license with the City in accordance with City law.
ARTICLE 3
PERFORMANCE OF THE DEVELOPMENT WORK
3.1 Development Budget.
3.1.1 Approval of Development Budget . DignityMoves represents and warrants that the Development Budget attached hereto as Exhibit B is a reasonable estimate of the costs of the Development Work and on that basis the City approves the Development Budget. Any amendment or change to the Development Budget that would result in an aggregate change in costs for the Project that exceeds ten thousand dollars ($10,000.00) is subject to the City’s written approval. DignityMoves shall advise the City as soon as practical if DignityMoves determines that the amounts set forth in the applicable Development Budget may be exceeded . Any and a ll changes to the Development Budget shall be subject to the City’s prior written approval.
3.1.2 Conformity with Development Budget. DignityMoves shall use commercially reasonable and diligent efforts to enable the Development Work to be completed in conformity with the Development Budget making use of the Funding available therefor; provided, however, in no event shall DignityMoves (a) be required to extend credit or expend funds with respect to the Project or (b) be responsible for the payment of any amounts incurred in excess of the Development Budget, unless such amounts arise from DignityMoves’ negligence, willful misconduct or willful failure to perform its material obligations under this Agreement (beyond any applicable notice and cure period). The City acknowledges that changes to the Project scope may impact the Development Budget.
3.2 Development Schedule and Improvement Plan.
3.2.1 Approved Development Schedule and Improvement Plan .
DignityMoves will perform the Development Work in accordance with the Development Schedule and Improvement Plan . The Development Schedule and Improvement Plan shall be updated by DignityMoves for delays of the overall completion date by more than fifteen (15) days other than by reason of Unavoidable Delays , which shall be subject to the City’s written consent . DignityMoves shall provide the City or its designees such reports as either of them may reasonably request with respect to the progress of the Development Work and the status of the Development Budget. DignityMoves shall provide the City with concurrent copies of Contractor’s monthly applications for payment.
3.2.2 Delay.
3.2.2.1 DignityMoves shall proceed with diligence to perform the Development Work in accordance with the Improvement Plan , the Development Schedule and the Development Budget . If any delay in completion of the Development 60684.00011\41944129.1
10 Work in accordance with the Development Schedule (or other applicable time period as specified herein) occurs due to an Unavoidable Delay, the Project Schedule shall be appropriately modified.
3.2.2.2 INTENTIONALLY DELETED
3.2.3 Notification by DignityMoves. After DignityMoves becomes aware that (i) any action or performance shown in the Development Schedule will be materially delayed beyond the start or completion date that is specified for such action or performance in the Development Schedule or (ii) any changes to the Improvement Plan are necessary or advisable, and at such other times as the City may reasonably request, DignityMoves shall furnish to the City proposed additional or revised schedules with variance explanations a nd/or revisions to the Improvement Plan and/or Development Schedule. If requested by the City, DignityMoves shall submit a written remedial plan of action for recapturing such schedule slippage, together with supporting documentation therefor. The City shall review the proposal with DignityMoves and DignityMoves shall make any necessary revisions thereto as mutually agreed upon during the review.
3.3 Responsibilities of DignityMoves.
3.3.1 General Responsibility . DignityMoves’ general responsibility hereunder as the City’s development manager for the Project shall be to manage, arrange, supervise and coordinate the planning, design, entitlement, permitting, acquisition of materials, development, construction, and completion of the Development Work, in accordance with the Improvement Plan, and to take such actions as the City, may reasonably request within the scope of DignityMoves’ responsibilities in this Agreement. DignityMoves shall make continuous inspections of the work and shall fully understand and supervis e the means, methods, and techniques of construction, regardless if it is under its control or under the control of Third Parties . In furtherance of the foregoing, the Development Work shall consist of the following: all Project Improvements, as set forth in the Plans and Specifications, inclusive of the Tenant Improvements and Permanent Infrastructure.
3.3.2 Project Contracts. DignityMoves shall enter into , or cause to be entered into, any and all contracts for the purpose of carrying out the general responsibilities set forth in Section 3.3.1, including but not limited to all contracts for the acquisition of materials and all contracts for the purpose of developing the Project in accordance with this Agreement (collectively, the “Project Contracts”).
3.3.2.1 Prior to entering into a prime contract with the Contractor, DignityMoves shall provide the proposed prime contract to the City and the City shall have the right to approve or disapprove the prime contract with the Contractor (“Approved General Contractor”). The City shall approve or disapprove the prime contract within ten (10) business days of receipt. DignityMoves shall be solely and exclusively responsible for supervising the Approved General Contractor. 60684.00011\41944129.1
11 3.3.2.2 Prior to entering into a contract for the procurement of the Units, the City shall have at least ten (10) days to review and approve or disapprove any proposed contract or order for the acquisition of the Units.
3.3.2.3 DignityMoves shall request the City’s written consent prior to modifying any Project Contract, through a change order or otherwise, that would result in the Project exceeding the Development Budget. The City shall have five (5) business days to respond and conditionally approve or deny the request, or the request shall be deemed disapproved. The City shall exercise reasonable discretion in the approval or disapproval of any Project Contract, change order requiring its approval under this Section 3.3.2.3, or other modification requiring City approval , and any approval or subsequent payment would be subject to authorization of additional funding by City Council.
3.3.2.4 All Project Contracts secured and executed by
DignityMoves relating to acquisition of materials, design and construction of the Project Improvements shall provide, in form and substance reasonably satisfactory to the City, for the purpose of development of the Project, for the assignment thereof to the City if the City terminates this Agreement. T he City shall be furnished with any such agreement, together with the further agreement of the parties thereto, that if this Agreement is terminated, the City may use any Plans and Specifications for which City has paid for prior to termination without payment of any further sums to any party thereto. In the event of termination of this Agreement, the City shall have all rights and authority to enforce any Project Contracts, Specifications, and Plans. The contract for acquisition of the Units shall state (a) that the Units are being purchased for Many Mansions, subject to the written consent of the City and (b) in the event the City elects to take ownership of the Units, an obligation, subject to payment by the City for the Units, for the Units to be assigned and transferred to the City.
3.3.3 Project Approvals. DignityMoves shall work cooperatively with the City to assist in coordinating the expeditious processing and procurement of any permits and approvals necessary for development of the Project on the Property . The Project shall be developed in accordance with the terms and conditions of this Agreement and all approvals, entitlements and permits that the City or any other governmental body or agency with jurisdiction over the Project or the Property has granted or issued as of the date hereof or may hereafter grant or issue in connection with development of the Project. Construction is expected to commence no later than February 1, 2024.
3.3.4 Construction Plans. DignityMoves has engaged the Architect to prepare construction plans for the Project (the “ Construction Plans”), and together with the Architect and such Consultants and Subcontractors as Architect, DignityMoves, and the City deem necessary, shall cause to be prepared building, grading and landscaping permit applications for the review and approval by the City within fifteen (15) days of the Effective Date. DignityMoves shall be responsible for securing prompt review and comments by the City on any submissions of Construction Plans. DignityMoves shall inform of the City’s comments, and the Architect shall instruct any Subcontractors or Consultants to submit each subsequent revision within ten (10) days of receipt of the 60684.00011\41944129.1
12 City’s comments, to the extent reasonably practicable. As used herein “ Construction Plans” means all construction documents upon which DignityMoves, the Architect, Contractor and any Subcontractors or Consultants shall rely in constructing the Project, and shall include, without limitation, the site Improvement Plan , final architectural drawings, landscaping, exterior lighting and signage plans and specifications, materials specifications, final elevations, and building plans and specifications . Attached hereto is Exhibit “C” (Scope of Development). The Construction Plans and any modifications thereto shall be based upon site plan and the elevations approved by the City, and the approvals issued by the City for the Project, and shall not materially deviate therefrom without the express written consent of City.
3.3.5 Construction Pursuant to Plans. DignityMoves shall oversee the development, design and construction of the Project as herein described, in accordance with the Project Contract(s) and the approved Construction Plans and all other permits and approvals granted by the City pertaining to the Project . DignityMoves shall require all Contractor(s), Subcontractor(s), employees and Consultants performing work related to the Improvements to comply with all directions, rules and regulations of any fire marshal, health officer, building official or other officer of every governmental agency having jurisdiction over the Property or the Project . All design and construction work on the Project shall be performed by licensed contractors, engineers or architects, as applicable. .
3.3.6 General Construction Standards. All construction, alteration, improvement or repair work permitted herein shall be accomplished expeditiously and diligently. DignityMoves shall take all reasonably necessary measures to minimize any damage, disruption or inconvenience caused by such work and make adequate provision for the safe ty and convenience of all persons affected thereby. DignityMoves, or its Contractor(s) shall repair, at its own cost and expense, any and all damage caused by such work, and shall restore the area upon which such work is performed to a condition which is equal to or better than the condition which existed prior to the beginning of such work. Dust, noise and other effects of such work shall be controlled using the best - accepted metho ds customarily utilized in order to control such deleterious effects associated with construction projects in a populated or developed area.
3.3.7 Permits and Approvals. DignityMoves agrees to: (1) acquire in advance all necessary permits, licenses, and approvals from, and making and filing all required notifications and registrations with, the appropriate governmental agencies and utility companies, (2) furnish a copy of all required permits and approvals to the City prior to the commencement of such work, and (3) comply with all conditions of such permit(s) and approvals.
3.3.8 Utility Work . Any work performed by or on behalf of DignityMoves to connect to, repair, relocate, maintain or install any storm drain, sanitary sewer, water line, gas line, telephone conduit or any other public utility service shall be performed in accordance with all applicable laws and regulations. 60684.00011\41944129.1
13 3.3.9 Construction Warranty . DignityMoves shall require the Contractor to provide a warranty that the Project is free of construction defects and non - conformities with the approved Construction Plans for a period of one (1) year from recording the Notice of Completion. DignityMoves shall indemnify and hold City harmless from all damages, losses or claims attributable to the performance of such work , to the extent attributable to DignityMoves’ negligence or willful misconduct . DignityMoves agrees to assist and reasonably cooperate with the City to enforce any rights or remedies, including warranties, against contractors or subcontractors performing Construction or any supplier that provided materials for the Project Improvements. DignityMoves, at any time during the warranty period provided for in this Section 3.3.9 , shall, at its own expense, execute, acknowledge and deliver any further quitclaims, assignments, conveyances and other assurances, documents and instruments of transfer or enforcement of the warranty reasonably requested by the City and shall take any other action consistent with the terms of this DignityMoves that may reasonably be requested by the City for the purpose of construction warranty, or otherwise carrying out the terms of this Agreement. The provisions of this Section 3.3.9 shall survive expiration or earlier termination of this Agreement.
3.3.10 Warranty for the Units . The warranty for the Units shall be subject to the review and written consent of the City. DignityMoves agrees to assist and reasonably cooperate with the City to enforce any rights or remedies arising from the warranty for the Units. DignityMoves, at any time during the warranty period for the Units, shall, at its own expense, execute, acknowledge and deliver any further quitclaims, assignments, conveyances and other assurances, documents and instruments of transfer or enforcement of the warranty reasonably requested by the City and shall take any other action consistent with the terms of this DignityMoves that may reasonably be requested by the City for the purpose of any warranty for the Units, or otherwise carrying out the terms of this Agreement. The provisions of this Section 3.3.10 shall survive expiration or earlier termination of this Agreement.
3.3.11 Labor Requirements . DignityMoves agrees that the Improvements authorized under the Agreement constitute a “public work,” and other activities related to the Project may be considered a “public work,” under Labor Code sections 1720 et seq. DignityMoves hereby acknowledges and agrees that it 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. For the Improvements, and any other activities, including but not limited to the Services, that are being performed as part of an applicable “public works” or “mai ntenance” project, as defined by the Prevailing Wage Laws, DignityMoves agrees to fully comply with such Prevailing Wage Laws, including but not limited to all requirements to maintain bonds to secure the payment of contractors, and the payment of wages to workers performing the work. DignityMoves shall defend, indemnify and hold City, 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 DignityMoves, its contractors and all 60684.00011\41944129.1
14 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 Cod e Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) debarment of contractors and subcontractors (Labor Code Section 1777.1), and maintaining bonds for the payment of workers ( Labor Code Section 1781 ). For the Improvements, and any other activities performed as part of an applicable “public works” or “maintenance” project, pursuant to Labor Code Sections 1725.5 and 1771.1, DignityMoves and all contractors and subcontractors performing such “public works” must be registered with t he Department of Industrial Relations. DignityMoves, and any contractors or subcontractors, shall maintain registration for the duration of the Project and require the same of any contractors or subcontractors, as applicable. The Project is subject to co mpliance monitoring and enforcement by the Department of Industrial Relations. It shall be DignityMove s’ sole responsibility to ensure compliance by it and Contractor with all applicable registration and labor compliance requirements, as set forth herein and any other Prevailing Wage Laws.
3.3.11.1 DignityMoves, on behalf of itself, its successors, and assigns, waives and releases the City from any right of action that may be available to it pursuant to Labor Code Sections 1726 and 1781. DignityMoves acknowledges the protections of Civil Code Section 1542 relative to the waiver and release contained in this Section 3.3.11.1, which reads as follows:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
THAT THE CREDITOR OR RELEASING PARTY DOES NOT
KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT
THE TIME OF EXECUTING THE RELEASE AND THAT, IF
KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY
AFFECTED HIS OR HER SETTLEM ENT WITH THE
DEBTOR OR RELEASED PARTY.”
BY INITIALING BELOW, DIGNITYMOVES KNOWINGLY
AND VOLUNTARILY WAIVES THE PROVISIONS OF
SECTION 1542 SOLELY IN CONNECTION WITH THE
WAIVERS AND RELEASES OF THIS SECTION.
_____________________
Initialed by DignityMoves
3.3.11.2 Additionally, DignityMoves shall indemnify,
defend (with counsel reasonably acceptable to the City), and hold the City harmless against any claims pursuant to the Prevailing Wages Laws of the Labor Code arising out of violations of such laws by DignityMoves or Contractor in connection with the construction or development of the Project or violations of this Agreement by 60684.00011\41944129.1
15 DignityMoves. The obligations of this Section 3.3.11 shall survive the expiration or any earlier termination of the Agreement.
3.3.12 DignityMoves, or its Contractor(s), shall erect and properly maintain at all times, as required by the conditions and the progress of the Improvements, all necessary safeguards for the protection of workers and the public
3.3.13 During all such work on the Property, DignityMoves shall keep the Property, including all Improvements, free and clear of liens for labor and materials expended by or for D ignityMoves, or on its behalf, and shall hold City harmless and defend City with respect to all such work. Non -compliance with this Section shall constitute a material breach of this Agreement. DignityMoves shall provide written notice to City of the date o f completion of each Improvement constructed by or on behalf of DignityMoves in connection with this Agreement.
3.3.14 The requirements relating to construction set forth herein are those of City as landowner and not as a governmental entity. Nothing in this Agreement shall be construed to entitle DignityMoves to undertake construction of any alterations or improvements without complying with all permitting required by City in its governmental capacity.
3.3.15 Construction Schedule . DignityMoves shall cause construction of the Project to be commenced by starting utility extensions, site preparation and foundation preparation (“Commence Construction”) within three (3) business days of City’s issuance of a grading permit for the Property consistent with the Construction Plans, and the City’s written notice to proceed . DignityMoves and the Architect shall cause construction of the Project to be diligently prosecuted to completion. City’s written notice to proceed is subject to the following: (1) City’s approval of final plans and specifications, (2) City’s approval of the Development Budget, (3) issuance of all required building permits and approvals, (4) City’s written consent to the Project Contract(s) for the Project Improvements, (5) DignityMoves providing the City with certificates of insurance in compliance with this Agreement, and (6) all Contractors having procured performance and labor and material bonds from sureties acceptable to the City.
3.3.16 Bonds, Mechanic’s Liens and Stop Notices . DignityMoves shall require each Contractor to procure performance and labor and materials bonds from sureties acceptable to the City to ensure completion of the Improvements in the estimated amount of the costs. DignityMoves shall ensure that the Contractor keep the Property free from liens arising out of any work performed, materials furnished, or obligations incurred by the Contractor in the performance of its duties hereunder. DignityMoves shall promptly notify the City, and no later than seventy -two (72) hours after discovering, of any mechanics’ lien or other claim that could result in a mechanic’s lien.
3.3.17 Completion. Completion of the Project shall not occur until City provides DignityMoves with written notice that the Improvements have been accepted (“Notice of Acceptance”) , which notice shall not be unreasonably withheld, delayed or conditioned, but shall be issued no later than thirty (30) days if DignityMoves 60684.00011\41944129.1
16 satisfies the conditions for acceptance of the Improvements provided for in this Section
3.3.17. To allow the City to determine whether it will accept the Improvements, upon completion of construction, DignityMoves shall:
3.3.17.1 provide notice to the City of substantial
completion;
3.3.17.2 certify in writing to the City that the
Improvements were built in accordance with this Agreement, Construction P lans, all applicable building codes, and any City conditions of approval;
3.3.17.3 meet with the City within thirty (30) days after substantial completion and provision of the certification described in Section 3.3. 17.2 to inspect the Property and to prepare a punch list of items which City may reasonably require for completion of Construction and which DignityMoves shall complete within thirty (30) days (or such longer period, in no event to exceed ninety (90) days, as may be reasonable for completion of a particular item) to the satisfaction of the City.
3.3.17.4 furnish the City with proof that all contractors and subcontractors were paid and provided unconditional lien releases.
3.3.17.5 provide to the City following the completion of the Improvements, two sets of marked-up as-built plans for the Improvements prepared by the Contractor, or at City’s option, a record drawing reflecting construction prepared by the Project Architect.
3.3.17.6 After completing all punch list items, recording a Notice of Completion.
3.3.18 Upon satisfaction of the conditions of Section 3.3.17, including completion of punch list items DignityMoves, shall have no obligations in connection with the Project, except for the warranty peri ods described in Sections 3.3.9 and 3.3.10, and other obligations that, under the express terms of this Agreement, survive completion of the Project.
3.3.19 Cost of Construction. The costs of designing, developing and constructing the Improvements of the Project and compliance with the Project approvals shall be paid from the Funding, which shall be made available pursuant to this Agreement to DignityMoves for its disbursement and application to the Contractor(s), Subcontractor(s), Consultants and other professionals contributing to the construction of the Project, subject to all rights and remedies under this Agreement.
3.3.20 Equal Opportunity. During the performance of this Agreement, DignityMoves and its agents or employees shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, gender identity, gender expression, race, color, ancestry, religion, creed, national origin (includ ing language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic 60684.00011\41944129.1
17 characteristics), age (over 40), genetic information, marital status, military and veteran status, denial of medical and family care leave or pregnancy disability leave, or any other characteristic protected by state or federal law. DignityMoves and its agents or employees shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. DignityMoves and its agents or employees shall comply with the provisions of California’s la ws against discriminatory practices relating to specific groups: the California Fair Employment and Housing Act (FEHA) (Gov. Code, Section 12900 et seq.); the regulations promulgated thereunder (Cal. Code Regs., tit. 2, Section 11000 et seq.); and the prov isions of Article
9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, Section 11135 - 11139.5). DignityMoves and its agents or employees shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
3.3.21 Compliance with Laws . DignityMoves and any other Contractor(s) and Subcontractor(s) engaged by DignityMoves pursuant to this Agreement to carry out the construction of the Project and all subsequent improvements, alterations and replacements, shall perform such construction in a first class and workmanlike fashion in accordance with the Construction Plans and i n accordance with Applicable Laws.
3.3.22 Compliance with Funding Requirements . DignityMoves acknowledges and agrees that the Improvements will be paid for, in part, with funding from the Encampment Resolution Funding Program, authorized by Chapter 7 of Part 1 of Division 31 of the California Health and Safety Code (Cal. Health and Safety Code § 50250) (the “ERF Program”), and that DignityMoves shall comply with all requirements of the ERF Program , which are set forth in Exhibit E, which is attached hereto and incorporated herein by reference.
3.3.23 Drug-Free Workplace Certification. DignityMoves agrees that it complies with the requirements of the Drug -Free Workplace Act of 1990 and will take all required actions thereunder, including publication of notices and providing information to employees.
3.4 Ownership of Plans and Specifications. The City is the sole owner of all Plans and Specifications prepared in connection with the Project. Upon any termination of this Agreement, the City shall retain sole custody of all such Plans and Specifications and DignityMoves shall return to the City or destroy any and all copies of such materials upon request by the City.
3.5 Funding and Development Budget . DignityMoves will exercise commercial diligence to complete the Project within the Development Budget. The Parties will work cooperatively and in good faith to accomplish the same in accordance with the Development Budget and Development Schedule as the same may be modified , with written approval from the City , from time to time . Should the amount of Funding be deemed insufficient, in DignityMoves’ determination, to complete the Project in accordance with the Plans and Specification s and pursuant to the Development 60684.00011\41944129.1
18 Schedule, DignityMoves and the City shall meet and confer and either (a) identify and obtain sources of additional funding or (b) agree upon changes to either the Plans and Specifications or the Development Schedule, or both, in order to accomplish cost savings and efficiencies so that the Project can be completed with the available amount of the Funding and such additional funding.
3.6 Approvals and Requests for Consent. Except as specifically provided herein, if at any time DignityMoves requests the approval of the City with respect to any matter relating to the Project, the City shall provide such approval or disapproval within five (5) business Days of receiving written notice of such request (as provided in Section
10.4) of DignityMoves along with any documentation reasonably requested by the City, and if the City does not approve of such request within five (5) business Days , then the City shall be deemed to have disapproved such request.
3.7 Public Communications Regarding the Navigation Center . All public signage, marketing materials, or other promotional materials regarding the Navigation Center shall be subject to the City’s approval and consent.
3.8 Fundraising Activity by DignityMoves . The obligations of DignityMoves under this Agreement do not include fundraising activity. If DignityMoves elects to engage in fundraising activity for the Project, then the fundraising activity shall not encumber the Property, the Project, or create any obligation of the City or the County, and all such activity must comply with all requirements of this Agreement.
ARTICLE 4
AUTHORITY OF DEVELOPMENT MANAGER
4.1 General Authority . DignityMoves shall carry out and discharge the responsibilities and obligations of DignityMoves under this Agreement (including, without limitation, all of the responsibilities imposed upon DignityMoves under Article 3); provided, however, that DignityMoves shall have no right or authority, express or implied, to commit or otherwise obligate the City in any manner whatsoever except to the extent specifically provided herein or specifically authorized in writing by the City.
ARTICLE 5
PROGRESS MEETINGS; REPORTING REQUIREMENTS
5.1 Progress Meetings . At the City ’s request, DignityMoves shall schedule and attend meetings with the City, or its designees, to discuss the progress of the development and construction of the Project . At such meetings DignityMoves shall provide the City with any update s to the Development Schedule, Development Budget and Improvement Plan as reasonably requested by the City . The City shall designate a representative by providing written notice to DignityMoves, which may be changed by the City at any time with written notice.
60684.00011\41944129.1
19 5.2 Third Party Information. DignityMoves shall furnish to the City, from time to time, promptly after the City’s request, a current list of all of Third Parties employed or under contract in connection with the Development Work.
5.3 Books and Records . Electronic copies of DignityMoves correct and complete books of account and business records in which all transactions respecting the Development Work shall be entered. Such accounts and records shall be kept by DignityMoves on an accrual basis and in all respects in a manner consistent with generally accepted accounting principles and practices consistently applied . DignityMoves shall preserve all such records for a period of five (5) years . Such books shall be open at all reasonable times for inspection or copying by the City, County, State , and its agents, employees, members and representatives. The books shall be audited as directed by the City.
ARTICLE 6
INSURANCE
6.1 Insurance General. During the period of construction, including any demolition, excavation or other preconstruction activities, DignityMoves shall provide insurance required by Sections 6.1.2, 6.1.3, 6.1.4, and 6.1.5, below. In addition, DignityMoves shall (a) require any Contractor to provide all insurance required set forth in this Section 6.1, and (b) require the prime contract with any Contractor to require Subcontractors to provide all insurance set forth in this Section 6.1. Such insurance shall be primary to and not contributing with any other insurance maintained by the City, shall name the City and County as additional insureds, and shall include, but not be limited to:
6.1.1 Course of Construction/Builder’s Risk Insurance, including flood and earthquake coverage (if commercially reasonable to obtain), covering the entire work against loss or damage until completion to be provided by the Approved General Contractor, and acceptance by the City, as evidenced by the issuance of a Notice of Acceptance pursuant to this Agreement. Such insurance shall be in an amount equal to the replacement value of all Improvements on the Property and endorsed for broad form property damage, breach of warranty, and explosions, collapse and underground hazards, as approved by the City. Reasonable deductibles will be allowed.
6.1.2 Commercial General Liability (CGL): DignityMoves and each Contractor or Subcontractor shall provide a policy of standard form commercial general liability insurance, including coverage for bodily injury, property damage, including products and completed operations, contractual liability coverage, as well as “personal and advertising injury” liability occa sioned by any occurrence in, on, about, or related to the Property in an amount not less than ONE MILLION DOLLARS ($ 1,000,000.00) per occurrence; and TWO MILLION DOLLARS ($ 2,000,000) in the aggregate maximum.
Each policy shall include an endorsement under such policy with respect to liability arising out of work or operations performed by or on behalf of DignityMoves, or its employees, agents, contractors, subcontractors, or consultants, including, but not limited to, materials, parts, or equipment furnished in connection with such work or operations. 60684.00011\41944129.1
20 6.1.3 Comprehensive Auto Liability Insurance : DignityMoves and each Contractor or Subcontractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of DiginityMoves, their contractors, partners, officers, employees and agents arising out of or in connection with work to be performed under this agreement.
Such policies shall be in an amount of not less than ONE MILLION DOLLARS ($1,000,000) combined single limit for each accident including coverage for any owned, hired, non-owned or rented.
6.1.4 Workers’ Compensation Insurance : DignityMoves and each Contractor or Subcontractor shall maintain Workers’ Compensation Insurance as required by the State of California, with a limit of no less than ONE MILLION DOLLARS ($1,000,000) per accident for bodily injury or disease. Workers’ Compensation insurance must cover all employees on the Property. DignityMoves shall be responsible for the insurance coverage as herein provided of all employees of DignityMoves.
6.1.5 Professional Liability . DignityMoves and each Contractor o r Subcontractor shall, at their sole cost and expense throughout the term of this Agreement, and any extensions thereof, carry professional errors and omissions coverage of no less than ONE MILLION DOLLARS ($1,000,000) per occurrence or claim, TWO MILLION DOLLARS ($2,000,000) aggregate, with tail coverage for an extended reporting period of three (3) years.
6.2 Pollution Insurance. DignityMoves shall require the Contractor to use its best efforts to obtain a Contractor's Pollution Liability insurance policy, with policy coverage and limits subject to prior written approval of the City and endorsed to name the City, County, their officials, officers, employees, consultants, and volunteers as additional insureds. DignityMoves shall require the general contractor to obtain, secure, and maintain in full force and effect such policy throughout the duration of work on the Property. DignityMoves shall pay any additional premium attributable to such coverage.
Premiums for all policies of insurance required to be maintained by DignityMoves under this Agreement shall be paid by DignityMoves unless otherwise provided in this Agreement or in the Development Budget.
6.3 Umbrella/Excess Coverage . DignityMoves shall maintain umbrella/excess liability coverage on an “occurrence” basis, with a combined single limit for bodily injury and property damage of Five Million Dollars ($ 5,000,000.00) covering general liability and automobile liability.
6.4 Proof of Coverage.
6.4.1 All policies required hereunder shall be with companies having a Best's A -/VIII rating. Copies of all policies of insurance or certificates thereof shall be delivered to City.
6.4.2 The Course of Construction/Builder’s Risk, Commercial General Liability, Comp rehensive Automobile Liability, Professional Liability, Pollution 60684.00011\41944129.1
21 and Umbrella/Excess Coverage policies of insurance or certificates shall be endorsed to reflect that City and County, and their officers, officials, employees, consultants, volunteers and agents have been named as additional insureds through a policy endorsement.
6.4.3 Each policy of insurance shall reflect by policy endorsement that they are primary and non-contributory for any covered loss. Each policy of insurance shall reflect by policy endorsement a waiver of subrogation rights against any additionally insured party.
6.4.4 As often as any such policies shall expire or terminate, renewal or additional policies shall be procured and maintained in like manner and to like extent. All policies of insurance must contain a provision that the company writing such policy will give both parties thirty (30) days' advance written notice of any cancellation or lapse of the effective date or any reduction in the amounts of insurance. If DignityMoves fails to purchase, renew or maintain any insurance policies required herein, the City shall have the right to so purchase any such insurance and receive reimbursement of the premium from DignityMoves. DignityMoves agrees that if DignityMoves does not maintain any insurance policy required under this Agreement or fails to pay any premiums when due, the City may, at its election, either terminate this Agreement, or require that DignityMoves immediately obtain the necessary insurance and pay the premium.
6.5 Other Insurance. Nothing in this Article 6 shall prevent DignityMoves from carrying insurance of the kind required of DignityMoves under a blanket insurance policy or policies, which cover other properties owned or operated by DignityMoves; nor shall anything in this Article 6 prohibit the City from carrying additional insurance covering the Property or improvements thereon or appurtenant thereto. DignityMoves shall furnish the City with copies of a schedule or makeup of all property affected by any such policy of blanket insurance within thirty (30) days after the filing of such schedule or makeup with the appropriate filing body.
6.6 Waiver of Claims/Subrogation . To the extent permitted under their policies and applicable law, DignityMoves and the City agree that regarding any loss or claim that is covered by insurance then carried by either DignityMoves or the City, (a) the party carrying such insurance and suffering such loss releases the other party of and from any and all claims regarding such loss to the extent of the insurance proceeds paid with respect thereto and specifically excepting from such release any deductible required t o be paid; and (b) their respective insurance companies shall have no right of subrogation against the other or their respective agents, contractors, employees, licensees, or invitees on account thereof.
ARTICLE 7
COMPENSATION OF DEVELOPMENT MANAGER
DignityMoves shall be compensated by a development fee equal to Four Hundred Thousand Dollars ($400,000) (the “Development Fee”) in accordance with the schedule of payments reflected in the Development Budget and as set forth herein . As of the 60684.00011\41944129.1
22 Execution Date of this Agreement, City has paid DignityMoves ____________________ Dollars ($_______) of the Development Fee. Within ten (10) days of the Execution Date of this Agreement, City shall pay _____________________($_________). The balance of ___________ ($___________) shall be paid in accordance with the Development Schedule and upon approval of a corresponding Pay Application that demonstrates work completed. In addition, DignityMoves shall be entitled to reimbursement of all its actual incurred Project Costs, subject to conformity with the Development Budget, as may be modified in accordance with the terms of this Agreement.
ARTICLE 8
FUNDING FOR PROJECT
8.1 Costs to be Paid With Funding. Project Costs, which are to be sourced by the Funding and such additional funding sources as the Parties may identify and secured as described above, but subject to the terms and conditions set forth in this Agreement, shall include the following general categories as set forth in the Development Budget:
8.1.1 The cost of procuring and installing the Units and all materials for the Project Improvements;
8.1.2 All costs for architectural, legal, accounting, engineering and other consultant services and for soils , geological, and toxic and hazardous waste studies, and any environmental studies;
8.1.3 All construction costs, including labor and material costs and equipment rental and repair, and the costs to maintain the Property as provided in this Agreement, and all costs incurred under the Project Contracts;
8.1.4 All Governmental licenses and fees relating to the Project, costs to process, obtain and maintain the Entitlements, all real and personal property taxes imposed against the Property and Project and all bonds or deposits required in connection with the development of the Project;
8.1.5 The premiums on any insurance required to be carried by the City or DignityMoves pursuant to this Agreement to the extent properly allocable to the Project (but excluding workers’ compensation insurance); and
8.1.6 All other costs incurred in connection with the Development Work.
ARTICLE 9
REPRESENTATIONS AND WARRANTIES
9.1 Representations and Warranties of DignityMoves. DignityMoves hereby represents and warrants to the City as follows:
60684.00011\41944129.1
23 9.1.1 Formation; Qualification . DignityMoves is a nonprofit corporation, duly formed, validly existing and in good standing under the laws of the State of California.
9.1.2 Authorization; Binding Agreement. DignityMoves has taken all action required to allow DignityMoves to enter into this Agreement . This Agreement constitutes a legal, valid and binding obligation of DignityMoves (subject to creditors’ rights and any applicable bankruptcy laws), and neither its execution nor performance violates the requirements of any other agreement to which DignityMoves is a party or is otherwise bound.
9.1.3 Resources. DignityMoves has and shall maintain at all times during the Term sufficient facilities, expertise, staff, assets and other resources to perform its duties under this Agreement.
9.2 Representations and Warranties of the City . The City hereby represents and warrants to DignityMoves as follows:
9.2.1 Formation; Qualification. The City is a general law city duly formed and validly existing under the laws of the State of California.
9.2.2 Authorization; Binding Agreement . The City has taken all action required to allow the City to enter into this Agreement, and this Agreement constitutes a legal, valid and binding obligation of the City (subject to creditors’ rights and any applicable bankruptcy laws).
ARTICLE 10
OWNERSHIP OF IMPROVEMENTS
10.1 Ownership of the Permanent Infrastructure . City shall be the sole owner of the Permanent Infrastructure.
10.2 Ownership of the Tenant Improvements. DignityMoves shall acquire all materials for the Tenant Improvements on behalf of Many Mansions, provided that the City has the right to approve and consent to the Units, the Construction of the Tenant Improvements, and the final acceptance of the Tenant Improvements. If the City rejects or disapproves the Tenant Improvements pursuant to Section 3.3.17, in accordance with this Agreement, then Many Mansions shall have no right of ownership. Upon acceptance of the Tenant Improvements pursuant to Section 3.3.17, Many Mansions shall be the sole owner of the Tenant Improvements. DignityMoves, or its Contractors, shall execute any required document or instrument to effectuate a transfer to Many Mansions.
ARTICLE 11
MISCELLANEOUS PROVISIONS
11.1 Remedies Cumulative. No remedy herein reserved is intended to be exclusive of any other remedy, but each and every such remedy shall be cumulative and 60684.00011\41944129.1
24 shall be in addition to any other given in this Agreement or as now or hereafter existing or at law, equity or by statute.
11.2 Nonwaiver. The failure of either party to notify the other of any default under this Agreement shall not be deemed to be a waiver of any continuing default of any term, covenant or condition set forth in this Agreement, nor of such party’s right to declare a default for any such continuing breach, and the failure of either party to insist upon strict performance of any of the terms, covenants or conditions of this Agreement, or to exercise any option in this Agreement in any one or more in stances, shall not be construed as a waiver or relinquishment of any such terms, covenants, conditions or options, but the same shall be and remain in full force and effect,
11.3 Successors and Assigns . Neither party may assign this Agreement in whole or in part, or any interest herein, without the other party ’s prior written consent, which may be withheld in such party ’s sole and absolute discretion . Any assignment without such consent shall be void and of no effect. The rights and obligations of the parties hereunder shall, subject to the limitations on assignment contained in this Section, be binding upon, and inure to the benefit of, the successors and assigns of the City and DignityMoves.
11.4 Written Notice . For purposes of this Agreement, notices will be deemed to have been given upon personal delivery thereof, three (3) Business Days after having been deposited in the United States mail, postage prepaid and properly addressed, one (1) Business Day after havi ng been sent by Federal Express or other similar overnight delivery service or upon confirmation if sent by facsimile or email. Any party hereto may from time to time, by written notice to the other, designate a different address which shall be substituted for the one set forth below.
The City: City of Thousand Oaks
2100 E. Thousand Oaks Boulevard
Thousand Oaks, CA 91362
Attn.: Andrew P. Powers, City Manager
Email: [email protected]
DignityMoves: Dignity Moves
2406 Bush Street
San Francisco, CA 94115
Attn: Marge Cafarelli, Chief Real Estate
Officer; Elizabeth Funk, CEO;
Email: [email protected];
[email protected];
Many Mansions: Many Mansions
1259 E. Thousand Oaks Blvd.
Thousand Oaks, CA 91362
60684.00011\41944129.1
25 Attn: Rick Schroeder
Email: [email protected]
11.5 Severability. Should any one or more provisions set forth in this Agreement for any reason be held invalid, illegal or unenforceable in any respect, any such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been incorporated therein provided that the deletion of such provision does not materially alter this Agreement.
11.6 No Third -Party Beneficiaries . This Agreement is not intended and shall not be deemed or construed to confer any rights, powers or privileges on any person, firm, partnership, corporation or other entity not a party hereto except as may be expressly provided herein to the contrary.
11.7 Exhibits and Headings; Construction. The Exhibits attached or to be attached hereto shall be construed with and as integral parts of this Agreement to the same extent as if the same had been set forth verbatim herein . The titles and headings of articles and sections of this Agreement are intended for convenience only and shall not in any way affect the meaning or construction of any provision of this Agreement. As used herein: (i) the singular shall include the plural (and vice versa) and the masculine or neuter gender shall include the feminine gender (and vice versa) where the context so requires; (ii) locative adverbs such as “herein,” “hereto,” and “hereunder” shall refer to this Agreement in its entirety and not to any specific Section or paragraph; (iii) the terms “include,” “including,” and similar terms shall be construed as though followed immediately by the phrase “but not limited to;” and (iv) “shall,” “will” and “must” are mandatory and “may” is permissive.
11.8 Oral Agreements . No oral order, objection, claim or notice by any party to the other shall affect or modify any of the teens or obligations contained in this Agreement, and none of the provisions of this Agreement shall be held to be waived or modified by reason of any act whatsoever, other than by an express waiver or modification thereof in writing, and no evidence shall be introduced in any proceeding of any other waiver or modification.
11.9 Counterparts. This Agreement may be executed in any number of counterparts, and each of such counterparts for all purposes shall be deemed to be an original, and all of such counterparts should constitute one and the same agreement.
11.10 Governing Law. This Agreement shall be governed by the internal laws of the State of California without regard to choice of law rules.
11.11 Merger. All prior understandings and agreements between the parties respecting this relationship, are merged into this Agreement, which Agreement fully and completely expresses the agreement of the parties, and there are no 60684.00011\41944129.1
26 representations, warranties or agreements except as specifically and expressly set forth herein and in the Exhibits annexed hereto.
11.12 Time. Time is of the essence of this Agreement and each provision hereof of which time is an element.
11.13 Parties’ Relationship. No provisions of this Agreement shall be intended to create a n agency, partnership or joint venture or other similar relationship between the City and DignityMoves with respect to the Project, and neither party shall have the power to bind or obligate the other party, except as expressly set forth in this Agreement. Neither this Agreement nor any communication or other action between the parties relating to the Project, is intended or shall be construed to create a joint venture, partnership or other similar relationship between DignityMoves and the City . The employees of DignityMoves or Many Mansions shall not be considered employees or agents of the City.
11.14 Hold Harmless. DignityMoves shall hold harmless City and County , and their respective officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) incurred by DignityMoves, except for the Project Costs or other costs or expenses to the extent the same are express obligations of the City under this Agreement or to the extent such loss or damage which was caused by the sole negligence or willful misconduct of the City. The obligation set forth herein shall survive the expiration or any earlier termination of the Agreement.
11.15 Indemnity. To the furthest extent permitted by law, DignityMoves agrees to protect and does hereby agree to indemnify, defend and hold the City and County, their officials, employees, contractors, invitees, and agents harmless from all demands, liability, claims, act ions and damages to any person or property, costs and expenses (including, but not limited to, reasonable attorneys ’ fees) arising out of or connected with: (i) a default by DignityMoves of its obligations under this Agreement, or (ii) negligence, fraud or willful misconduct of DignityMoves, its officials, officers, employees, contractors, consultants, volunteers, or any other agents. Notwithstanding the foregoing, DignityMoves’ indemnity obligation shall not apply to liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense to the extent arising from the sole or active negligence or willful misconduct of the City or the City’s officials, agents, employees, or independent contractors who are directly responsible to the City , or for defects in design furnished by those persons. The obligations set forth herein shall survive the expiration or any earlier termination of the Agreement.
Dignity Moves shall require the Contractor to protect and indemnify, defend and hold the City and County, their officials, employees, contractors, invitees, and agents harmless from all demands, liability, claims, actions and damages to any person or property, costs and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or connected with negligence, fraud or willful misconduct of Contractor its officials, officers, employees, contractors, subcontractors, consultants, volunteers, or any 60684.00011\41944129.1
27 other agents. Notwithstanding the foregoing, Contractor’s indemnity obligation shall not apply to liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense to the extent arising from the sole or active negligence or willful misconduct of the City or the City’s officials, agents, employees, or independent contractors who are directly responsible to the City , or for defects in design furnished by those persons. The obligations set forth herein shall survive the expiration or any earlier termination of the Agreement.
11.16 Advice of Counsel . Each party represents and warrants that it has received the advice of independent counsel of its own choosing with respect to the meaning and effect of this Agreement. No provision of this Agreement shall be construed in favor of or against any party on the ground that such party or its counsel drafted the provision.
11.17 Termination.
11.17.1 Either party may terminate this Agreement for cause immediately upon written notice to the other party. In the case of a termination by the City, “cause” shall mean (i) a breach by DignityMoves of any material obligation under this Agreement that, if curable, is not cured by DignityMoves within five (5) business days’ written notice (or, if more than five (5) business days is necessary for cure, within a reasonable period not to exceed thirty (30) days following written notice, provided DignityMoves immediately commences to cure and diligently prosecutes the cure to completion); (ii) gross negligence or wil lful misconduct by DignityMoves in connection with the performance of its obligations under this Agreement; or (iii) bankruptcy of DignityMoves. In the case of a termination by DignityMoves, “cause” shall mean (i) a breach by the City of any material obligation under this Agreement that, if curable, is not cured by the City within five (5) business days’ written notice (or, if more than five (5) business days is necessary for cure, within a reasonable period not to exceed thirty (30) days following written notice, provided the City immediately commences to cure and diligently prosecutes the cure to completion); or (ii) gross negligence or willful misconduct by the City in connection with the performance of its obligations under this Agreement. If City terminates this Agreement for cause, City may reduce payment to DignityMoves in the amount necessary to offset City’s resulting damages, and may pursue any other available recourse against DignityMoves.
11.17.2 In the event this Agreement is terminated in whole or in part as provided, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Further, if this Agreement is terminated as provided, Ci ty may require DignityMoves to provide the Plans and Specifications, and all finished or unfinished documents, data, diagrams, drawings, materials or other matter prepared or built by DignityMoves, or its consultants, contractors, or other agents, in connection with its performance of this Agreement, except that DignityMoves shall only be obligated to provide materials for which City has paid or tendered payment. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. DignityMoves shall only be entitled to compensation for actual costs incurred in accordance with this Agreement, and shall not be entitled to 60684.00011\41944129.1
28 payment for unperformed work including, without limitation, any overhead and profit on the portion of the work that is terminated and shall not be entitled to damages or compensation of any kind or nature for termination of work. In the event of a termination by the City, DignityMoves shall execute any and all instruments required to effectuate an assignment of the Project Contracts, the Plans and Specifications, or any other rights and remedies to the City. In the event of a termination by DignityMoves pursuant to Section
11.17.1, DignityMoves shall be entitled to its actual costs incurred by reason of such termination.
11.18 Remedies on Breach. Upon a breach of this Agreement , the non - defaulting party shall have the authority to exercise any and all rights and remedies available at law or in equity, including, without limitation, the right to terminate this Agreement upon ten (10) days’ written notice to the other.
11.19 Attorneys' Fees. In the event that any action is brought by either party hereto as against any other party hereto for the enforcement or declaration of any right or remedies in or under this Agreement or for the breach of any covenant or condition of this Agreement, then and in that event the prevailing party shall be entitled to recover, and the other party agrees to pay all fees and costs to be fixed by the court therein including, but not limited to, reasonable attorneys' fees.
11.20 Disclaimer of Partnership . It is expressly understood and agreed that City does not in any way nor for any purpose become a partner of DignityMoves or a joint venturer with DignityMoves in the conduct of DignityMoves’ business or otherwise.
11.21 Venue and Choice of Law . Any claim or litigation arising from this Agreement shall be brought in the County of Ventura and determined in accordance with the laws of the State of California.
11.22 Counterparts. This Agreement may be executed in any number of counterparts and by different signatories hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same instrument, for the same effect as if all signatories hereto had signed the same signature page. Any signature page of this Agreement may be detached from any counterpart of this Agreement without impairing the legal effect of any signatures thereon and may be attached to another counterpart of this Agreement identical in form hereto but having attached to it one or more additional signature pages.
11.23 Amendment; Modification . No supplement, modification, or amendment that materially alters the terms of this Agreement shall be binding unless executed in writing and signed by both Parties. Notwithstanding the foregoing, the Parties agree that the City Manager shall have sole discretion and authority to make amendments or modifications to this A greement that do not materially alter the obligations contained herein.
[SIGNATURES ON FOLLOWING PAGES]
60684.00011\41944129.1
29 IN WITNESS WHEREOF, the undersigned have executed this instrument effective as of the date set forth above.
THE CITY:
CITY OF THOUSAND OAKS
By: _______________
Name: Andrew P. Powers_________________
Title: City Manager_______________________
ATTEST:
City Clerk for the City of Thousand Oaks
By:
Name: ____________________________________
Title:
APPROVED AS TO FORM:
__________________________________________
By:
Name: ____________________________________
Title:
60684.00011\41944129.1
30 DIGNITYMOVES:
DIGNITYMOVES,
a California nonprofit corporation
By: ________________
Elizabeth Funk, CEO
PORTION OF
APN #667 -0-080-105
LINE TABLE
EXHIBIT "A"
LINE BEARING LENGTH
L1 N79° 55'36"W 30.00' Radial
CURVE TABLE
CURVE DELTA RADIUS LENGTH
C1 28°00'00" 35.00' 17.10'
C2 56°00'00" 50.00' 48.87'
�\\ \\ \\ \\JAREA OF LEASE
- - -- - -
80 40 0 40 80
1"=80' GRAPHIC SCALE
Client Name: City of Thousand Oaks
Address: 1205 Lawrence Dr.
Job Name: DMTO
Date: January 11, 2024
# of Beds 30
HARD COSTS & CONTINGENCY: Quantity ESTIMATE Quantity ESTIMATE SUBTOTAL GC COST: SUBTOTAL GC COST: $2,678,033 SUBTOTAL GC COST: $697,094 Fire Road (a-la-carte): $172,222
Fire Water line: $442,000
Electrical/Data Future line: $83,000
Site Cleaning (Progress & Final): $3,500 $1,500
General Conditions: $213,326 Included
Profit & Overhead: 7% $265,813 7% Included
Performance Bond 1% $32,959 1% Included
Libility Insurance & Warranty 1% $60,483 2% Included
Owner Contingency: ### $267,803 ### $69,709
SUBTOTAL GC FEES & CONTINGENCY: GC FEES & CONT.: $843,884 GC FEES & CONT.: $71,209 Mod Pod Mod Pod
Sleeping Units Sleeping and Access. $2,079,855 Sleeping and Access. $586,600 Fire Suppression System Wet Sprinkler $125,000 Wet Sprinkler $55,000 Modular Design Mod Pod Design $150,000 Mod Pod Design included Accessory Buildings 3% contingency $57,955 3% contingency $15,588 SUBTOTAL MODULAR UNITS: MODULAR UNITS: $2,412,810 MODULAR UNITS: $657,188 TOTAL HARD COSTS & CONTINGENCY: HARD COSTS: $6,631,949 HARD COSTS: $1,425,491
SOFT COSTS
Design Allowance (including consultants) $413,311 $0
Design Contingency ### $267,803 $0
Permit Allowance Allowance $67,385 Allowance $10,000
School Fees $56,680 $0
FFE $36,400 $8,500
LV Allowance (internet/security) $125,000 $25,000
Community Outreach $75,000 $0
Legal Fees $10,000 $0
Builder's Risk Insurance $25,000 $8,333
General Liability Insurance $10,500 $3,500
MEP Commissioning $27,500 $2,500
TOTAL SOFT COSTS & FFE: SOFT COSTS: $1,114,579 SOFT COSTS: $57,833 TOTAL PROJECT COSTS:
SUBTOTAL HARD COSTS & CONTINGENCY $6,631,949 $1,425,491 SUBTOTAL SOFT COSTS & FFE $1,114,579 $57,833
DIGNITY MOVES DEVELOPMENT FEE $400,000 $0
TOTAL PROJECT COST: TOTAL: $8,146,529 TOTAL: $1,483,325
MODULAR UNITS
GC FEES & CONTINGENCY
7 Months @ $35,554 3 Months @ $35,554
VE Plan Phase One 30 VE Plan Phase Two 20
Exhibit B
Client Name:
Address:
Job Name:
Date:
# of Units
Swinerton Staples Variance
GC COSTS & FEES
General Requirements 32,190$
644 $ -$ -$ -$ -$
Masonry 39,840$ 797 $ -$ -$ -$ -$
Earthworks - Grading 652,176$ 13,044 $ -$ -$ -$ -$ Site Concrete 699,090$ 13,982 $ -$ -$ -$ -$
Asphalt 11,970$ 239 $ -$ -$ -$ -$
Metal Fabrications 15,000$ 300 $ -$ -$ -$ -$ Site Furnishings 11,200$ 224 $ -$ -$ -$ -$ Carpentry & Millwork -$ -$ (344,725)$ (6,895)$ 344,725$ REMOVED From Both Assembly of MOD POD Deck system 75,000$ 1,500 $ 75,000$ 1,500 $ -$ Allowance ADDED to Both Fences and Gates 92,710$ 1,854 $ -$ -$ -$ -$ Landscaping 86,200$ 1,724 $ -$ -$ -$ -$
Site Utilities 925,500$ 18,510 $ -$ -$ -$ -$
Painting 1,080$ 22 $ -$ -$ -$ -$
Site Construction Costs -$ -$ 1,496,065$ 29,921 $ -$ -$ Building Construction Costs -$ -$ 1,451,693$ 29,034 $ -$ -$ Phase two -$ -$ 697,094$ 13,942 $ -$ -$
Plumbing 45,500$ 910 $ -$ -$ -$ -$
Electrical 605,750$ 12,115 $ -$ -$ -$ -$
SUBTOTAL GC COST: 3,293,206$ 65,864 $ 3,375,127$ 67,503 $ (81,921)$ (1,638)$ Site Cleaning (Final): 3,630$ 73 $ 3,630$ 73 $ -$ -$ General Conditions: 181,680$ 3,634 $ 213,326$ 4,267 $ (31,646)$ (633)$ Pre-Construction Services: 19,827$ 397 $ 19,827$ 397 $ -$ -$ Bond, GL Ins. Builders Risk & SDI: 75,361$ 1,507 $ 93,442$ 1,869 $ (18,081)$ (362)$ Overhead: 5% 197,937$ 3,959 $ 7.25% 265,813$ 5,316 $ (67,876)$ (1,358)$ SUBTOTAL GC COST & FEES: 3,771,641$ 75,433 $ 3,971,165$ 79,423 $ (199,524)$ (3,990)$ GC Contract Contingency: 5% 188,582$ 3,772 $ 5% 198,558$ 3,971 $ (9,976)$ (200)$ TOTAL GC COST, FEES & CONTINGENCY: 3,960,223$ 79,204 $ 4,169,723$ 83,394 $ (209,500)$ (4,190)$ Fire Road (Including all fees) 602,186$ 12,044 $ 198,222$ 3,964 $ 403,964$ 8,079 $ 4,562,409$ 91,248 $ 4,367,945$ 87,359 $ 194,464$ 3,889 $ Combined - Phase one & two
January 11, 2024
50 DMTO
City of Thousand Oaks
1205 Lawrence Dr
Exhibit B
A. SEE G SHEET SERIES FOR SYMBOLS,
A
BBREVIATIONS, GENERAL NOTES & TYPICAL
MOUNTING LOCATIONS, HEIGHTS AND ALIGNMENTS.
B. GC TO VERIFY LIMITS OF DEMOLITION SCOPE WITH
NEW CONSTRUCTION SCOPE PRIOR TO
COMMENCING WORK.
C. SEE CONSULTANT AND VENDOR DRAWINGS FOR
RELATED SCOPE OF WORK AND ADDITIONAL
INFORMATION. ARCHITECTURAL DRAWINGS TAKE
PRECEDENCE ON LOCATION OF DEVICES.
D. ALL DIMENSIONS ARE BASED OFF OF THE FACE OF
FINISH.
E. ALL NEW PENETRATIONS AND OPENINGS IN THE
BUILDING ENVELOPE SHALL BE SEALED TO LIMIT
INFILTRATION AND EXFILTRATION. PATCH
WATERPROOFING TO MAINTAIN WATER TIGHT
BUILDING ENVELOPE.
F. COORDINATE AND ALIGN ALL ACCESS PANELS WITH
NEW CONSTRUCTION. WHERE ACCESS PANELS
CONFLICT WITH CONSTRUCTION, RELOCATE
PANELS AS REQUIRED. VERIFY LAYOUT WITH
ARCHITECT PRIOR TO INSTALLATION.
10' SIDE YARD SETBACK
PROPERTY LINE
PROPERTY LINE
PROPERTY LINE
LAWRENCE DRIVE
SCE EASEMENT
NO DOCUMENTED EASEMENT, PER CIVIL
ASSUMED 5' OFFSET FROM CL OF STORM DRAIN
OUTDOOR DINING
LOOSE FURNITURE
WITH UMBRELLAS
ELECTRICAL
UTILITY
TRASH
OUTDOOR
RECREATION
LOOSE FURNITURE
WITH UMBRELLAS
FIRE LANE FIRE LANE
CHECK
-IN
IT
RR LAUNDRY CLINIC
BREAKROOMDINING DINING
LOADING
DOG RUN RR RRRR RRRR
EXTERIOR RESIDENT STORAGESMOKING
AREA
OUTDOOR
RE
CREATION
LOOSE FURNITURE
WITH UMBRELLAS
STORAGE STORAGE INTAKE
OFFICE
OFFICE
01 01
02 05
07 09
12 13
14 15
15 18 18
20 21
22 23
25 26
29 29
30 30
31 31
32 22
0707
02 082427 29
29 15
15 16
31 12
15 0604 0404 11
10 03
03 03
10 03
03 03
03 03
03 PHASE 2
PHASE 1
28 SHEET NOTES GENERAL NOTES
AHJ Stamps
© Gensler
Date Description
Project Name
Project Number
Description
Scale
2023
NOT FOR
CONSTRUCTION
Tel +1 415.433.3700
Fax +1 415.836.4599
220 Montgomery Street
Suite 200
San Francisco, CA 94104
USA
Seal / Signature
CIVIL ENGINEER
255 Shoreline Drive, Suite 200
Redwood City, CA 94065
Tel 650.482.6300
MEP ENGINEER
48 Golden Gate Avenue
San Francisco, CA 94102
Tel 415.544.7200
STRUCTURAL ENGINEER
375 Beale Street, Suite 500
San Francisco, CA 94105
Tel 415.392.6952
LANDSCAPE ARCHITECT
833 Haight Avenue
Alameda, CA 94501
Tel 510.864.1303
As indicated
1/10/2024 5:11:50 PM
Autodesk Docs://001.2499.000 - DignityMoves - Thousand Oaks /01.2499.000 - Dignity Moves - Thousand Oaks - R22.rvt A1.01
CONSTRUCTION PLAN
01.2499.000
Dignity Moves - Thousand
Oaks
DignityMoves
Thousand Oaks
1205 Lawrence Drive
Thousand Oaks, CA 91320
01 PARKING. 14 STALLS TOTAL, 2 ACCESSIBLE, 1 VAN ACCESSIBLE 02 ALTERNATIVE ACCESSIBLE POINT OF EGRESS
03 PREFABRICATED RESIDENTIAL BUILDING. TWO ROOMS PER MODULE. TOTAL OF 9 MODULES.
RAISED LANDING AT ENTRY. DECKING MATERIALS TO MEET WUI STATE FIRE MARSHAL LIST OF APPROVED PRODUCTS. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE
INFORMATION
04 PREFABRICATED ACCESSIBLE RESIDENTIAL BUILDING. TWO ROOMS PER MODULE. TOTAL OF 3 MODULES. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01
05 PREFABRICATED ACCESSIBLE CHECK-IN BUILDING. ONE ROOM PER MODULE. TOTAL OF 1 MODULE. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. 06 PREFABRICATED ACCESSIBLE OFFICE BUILDING. TWO ROOMS PER MODULE. TOTAL OF 1 MODULE. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01
07 PREFABRICATED SHOWER & RESTROOM BUILDING. ONE ROOM PER MODULE. 50% OF QUANITY TO MEET ACCESSIBILITY REQUIREMENTS, PER 11B. TOTAL OF 5 MODULES. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01
08 8' X 10' CONEX SHIPPING CONTAINER W/ OPERATOR PROVIDED BUG ZAPPER 09 PREFABRICATED ACCESSIBLE LAUNDRY BUILDING. ONE ROOM PER MODULE. TOTAL OF 2 MODULES. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. 2 ACCESSIBLE WASHER, 2 ACCESSIBLE DRYER, 4 STACKED WASHER/DRYER COMBINATION UNITS 10 PREFABRICATED RESIDENTIAL COUPLES BUILDING. ONE ROOM PER MODULE. TOTAL OF 2 MODULES. RAISED LANDING AT ENTRY. DECKING MATERIALS TO MEET WUI STATE FIRE MARSHAL LIST OF APPROVED PRODUCTS. REFERENCE MODULAR FABRICATOR DRAWINGS FOR
MORE INFORMATION
11 PREFABRICATED ACCESSIBLE RESIDENTIAL COUPLES BUILDING. ONE ROOM PER MODULE.
TOTAL OF 1 MODULE. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01 12 BICYCLE RACKS TO ACCOMODATE 16 BIKES. TOTAL OF 2.
13 PREFABRICATED ACCESSIBLE CLINIC BUILDING. ONE ROOM PER MODULE. TOTAL OF 1 MODULE.
REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01
14 TRASH ENCLOSURE WITH CURB TO ACCOMODATE 4 4-CUBIC YARD DUMPSTERS. FINAL DETAILS TO BE DETERMINED BY TRASH HAULER.
15 6' HIGH FENCING, REFERENCE SHEET A2.01
16 EXTERIOR RESIDENT STORAGE SURROUNDED BY FENCING, SEE SHEET NOTE 29. WITHIN ENCLOSURE, 65 GALLON STORAGE CONTAINERS PROVIDED FOR EACH RESIDENT. ACCESSED BY STAFF ONLY.
18 ALL WEATHER SURFACE FIRE LANE AND ACCESS TO BATTERY STORAGE FACILITY AT WESTERN END OF PROPERTY. 20' WIDE MINIMUM
20 PREFABRICATED ACCESSIBLE STAFF BREAKROOM BUILDING. ONE ROOM PER MODULE. TOTAL OF 1 MODULE. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01
21 DOG RELIEF WITH PET WASTE STATION, 4'-0" HIGH CHAINLINK FENCE AROUND PERIMETER.
SURFACE TO BE CRUSHER ROCK WITH FINES.
22 PREFABRICATED ACCESSIBLE MEAL PREP BUILDING. ONE ROOM PER MODULE. TOTAL OF 1 MODULE. INTERIOR TO INCLUDE SINK, COUNTERTOP, REFRIGERATOR, FREEZER, AND DEDICATED OUTLETS FOR COUNTERTOP APPLIANCES. REFERENCE MODULAR FABRICATOR DRAWINGS FOR MORE INFORMATION. SITE BUILT DECKING AND RAMP, REFERENCE SHEET A2.01
23 MAIN POINT OF ENTRY
24 8' X 20' CONEX SHIPPING CONTAINER FOR ON-SITE STORAGE 25 PEDESTRIAN PATHWAY SHOWN AS CROSSHATCH THROUGHOUT, CRUSHER ROCK WITH FINES. 26 RAISED CONTINUOUS DECKING. MATERIALS TO MEET WUI STATE FIRE MARSHAL LIST OF APPROVED PRODUCTS.
27 SMOKING AREA LOCATED 25' FROM ALL WINDOWS, DOORS, AND MECHANICAL INTAKE 28 NEW PUBLIC FIRE HYDRANT, FINAL LOCATION TO BE DETERMINED BASED ON EXISTING
UTILITIES AND COORDINATION WITH FIRE/BUILDING DEPARTMENTS 29 6' HIGH STEEL FENCING WITH VERTICAL SPIRES, REFERENCE SHEET A2.01 30 FESTOON LIGHTING SHOWN AS DASHED LINE, MOUNTED 8'-0" ABOVE GRADE 31 PEDESTRIAN PATHWAY OUTSIDE OF PROJECT FENCE LINE
32 PEDESTRIAN PATHWAY WITH TRUNCATED DOMES
PROJECT INFORMATION
NAME:
ADDRESS:
AREA OF WORK:
SCOPE OF WORK:
DIGNITYMOVES - THOUSAND OAKS
1205 LAWRENCE DRIVE
THOUSAND OAKS, CA 91320
APPROX 58,000 SF, NOT INCLUDING FIRE LANE OUTSIDE OF WEST BOUNDARY OF PROJECT THE BUILD-OUT OF PREFABRICATED TRANSITIONAL HOUSING UNITS. PROJECT TO INCLUDE
AMENITY BUILDINGS FOR OFFICES/SUPPORT SERVICES, LAUNDRY, RESTROOMS, SHOWERS, DINING, AND COMMUNITY GATHERING.
PHASE 1: 27 UNITS TO ACCOMMODATE 30 RESIDENTS
PHASE 2: 18 UNITS TO ACCOMMODATE AN ADDITIONAL 20 RESIDENTS VEHICLE PARKING:
QUANTITIES AND DIMENSIONS OF ACCESSIBLE STALLS
TO MEET 11B STANDARDS. OFF STREET PARKING
PROVIDED WILL INCLUDE 14 TOTAL STALLS WITH:
11 TYPICAL STALLS
2 ACCESSSIBLE STALLS
1 VAN ACCESSIBLE STALL
BICYCLE PARKING:
RACKS TO ACCOMODATE 16 BIKES FOR PHASE ONE
AND 24 BIKES FOR PHASE TWO.
ZONING STANDARDS
ZONING:
APN:
MINIMUM LOT AREA:
FRONT YARD:
REAR YARD:
SIDE YARD (INTERIOR):
SIDE YARD (CORNER):
MAXIMUM HEIGHT:
MINIMUM LOT WIDTH:
MAX BUILDING COV:
M-1 INDUSTRIAL PARK
6670080105
20,000 SQFT
100' FROM CENTERLINE OF PUBLIC STREET
10' WHEN ABUTTING R OR C ZONES
10' WHEN ABUTTING R OR C ZONES
100' FROM CENTERLINE OF PUBLIC STREET
35' MAX, 75' MAX WITHIN HEIGHT OVERLAY ZONE
100' MINIMUM STREET FRONTAGE
50%
APPLICABLE CODES
BUILDING CODE:
BUILDING MATERIALS:
EMERGENCY HOUSING:
ELECTRICAL CODE:
MECHANICAL CODE:
PLUMBING CODE:
ENERGY CODE:
SUSTAINABILITY CODE:
FIRE CODE:
ACCESSIBILITY CODE:
OCCUPANCIES:
HEIGHT:
ALLOWABLE HEIGHT:
AREA:
ALLOWABLE AREA:
TYPE OF CONSTRUCTION:
FIRE SPRINKLER SYSTEM:
SEPARATION:
R-2 (CURRENTLY EXAMINING R-3), A-2, B, S-2, U
1 STORY, +/- 12 FEET
1 STORY, 40 FEET
+/- 6,775 TOTAL SQFT (MULTIPLE BUILDINGS)
6,000 SQFT (MOST RESTRICTIVE OCCUPANCY A-2, NOT INCLUDING AREA INCREASE) V-B
YES (NFPA 13R OR NFPA 13D)
SEPARATED BUILDINGS, AREA NOT TO EXCEED 6,000 SQFT
2022 CALIFORNIA BUILDING CODE, WITH LOCAL AMENDMENTS
2022 CALIFORNIA BUILDING CODE, CHAPTER 7A
2022 CALIFORNIA BUILDING CODE, APPENDIX P
2022 CALIFORNIA ELECTRICAL
2022 CALIFORNIA MECHANICAL CODE
2022 CALIFORNIA PLUMBING CODE
2022 CALIFORNIA ENERGY CODE
2022 CALIFORNIA GREEN BUILDING STANDARDS
2022 CALIFORNIA FIRE CODE
2022 CBC, APPENDIX P, SECTION P107, CHAPTER 11B
AREA CALCULATIONS
SURFACE TREATMENTS: REF CIVIL & LANDSCAPE REF CIVIL & LANDSCAPE TOTALS: 10826 2385 13211 22.78% 30.16%
TOTAL ENCLOSURES (NO ROOF): 2856 2856 4.92% 6.52%
PET RELIEF 2180 2180
TRASH 476 476
ELECTRICAL 200 200
TOTAL RAISED WALKING SURFACES: 3064 516 3580 6.17% 8.17% ACCESSIBLE DECKING 2352 2352
RESIDENTIAL LANDINGS 573 516 1089
RAMPS AND STAIRS 139 139
BUILDINGS: 4906 1869 6775 11.68% 15.47%
PHASE 1: PHASE 2: TOTAL: LOT AREA
58,000 sqft
EXCLUDING
ACCESS LANE
43,804 sqft
* ALL AREAS ARE EXTREMELY APPROXIMATE AND ARE PROVIDED
FOR REFERENCE ONLY DURING SCHEMATIC PHASE OF DESIGN
SCALE: 1/16" = 1'-0"
CONSTRUCTION PLAN - ENLARGED1
09/18/2023 ISSUE FOR PLANNING
Exhibit C
Exhibit D
City of Thousand Oaks
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RF-2-R-10028
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Encampment Resolution Funding Program
Round 2, Rolling Disbursement (ERF-2-R)
Standard Agreement
EX
HIBIT A
AUTHORITY, PURPOSE, AND SCOPE OF WORK
1) Authority
The S
tate of California has established the Encampment Resolution Funding Program (“ERF” or “Program”) pursuant to Chapter 7 (commencing with Section 50250) of Part 1 of Division 31 of the Health and Safety Code. Amended by SB 197 (Statutes of 2022, Chapter 70, Sec.3-8, effective June 30, 2022).
The P
rogram is administered by the California Interagency Council on Homelessness (“Cal ICH”) in the Business, Consumer Services and Housing Agency (“Agency”). ERF provides one-time, competitive grant funds to Continuums of Care and / or Local Jurisdictions as defined below. To date, there have been two rounds of the Encampment Resolution Funding Program. This Standard Agreement governs the Rolling Disbursement in Round 2 of the ERF Program (“ERF-2-R”). For this Standard Agreement, ERF-2-R is synonymous with “ERF” or “Program”.” and refers to programs and grantees under Health and Safety Code 50252.1(c)(1).
Thi
s Standard Agreement along with all its exhibits (“Agreement”) is entered into by Cal ICH and a Continuum of Care or a Local Jurisdiction (“Grantee”) under the authority of, and in furtherance of, the purpose of the Program. In signing this Agreement and thereby accepting this award of funds, the Grantee agrees to comply with the terms and conditions of this Agreement, the Notice of Funding Availability (“NOFA”) under which the Grantee applied, the representations contained in the Grantee’s application, Cal ICH guidance or directives, and the requirements appearing in the statutory authority for the Program cited above. 2) Purpose
As st
ated in the NOFA, the Program’s objective is to fund actionable, person- centered local proposals that resolve the experience of unsheltered homelessness for people residing in encampments. Resolving these experiences of homelessness will necessarily address the safety and wellness of people within encampments, resolve critical encampment concerns, and transition individuals into interim shelter with clear pathways to permanent housing or directly into permanent housing, using data informed, non-punitive, low-barrier, person-centered, Housing First, and coordinated approaches. These projects must comply with the principles of Housing First as defined in Welfare and Institutions Code Section 8255. Proposals may bolster existing, successful models and/or support new approaches that provide safe stable, and ultimately permanent housing for people experiencing homelessness in DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1 Exhibit E
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encampments. Expenditures shall be consistent with the legislative intent of the authorizing statute to ensure the safety and wellness of people experiencing homelessness in encampments.
3)
Definitions
The following Encampment Resolution Funding Program terms are defined in accordance with Health and Safety Code Section 50250, Subdivisions (a) – (l);
(a) “Additional funding round moneys” means moneys appropriated for the program in or after fiscal year 2022–23.
(b) “Agency” means the Business, Consumer Services, and Housing Agency. (c) “Applicant” means a continuum of care or local jurisdiction (d) “Continuum of Care” has the same meaning as in Section 578.3 of Title 24 of the Code of Federal Regulations.
(e) “Council” means the California Interagency Council on Homelessness, previously known as the Homeless Coordinating and Financing Council created pursuant to Section 8257 of the Welfare and Institutions Code.
(f) “County” includes, but is not limited to, a city and county. (g) “Funding round 1 moneys” means moneys appropriated for the program in fiscal year 2021–22.
(h) “Homeless” has the same meaning as in Section 578.3 of Title 24 of the Code of Federal Regulations.
(i) “Local Jurisdiction” means a city, including a charter city, a county, including a charter county, or a city and county, including a charter city and county. (j) “Program” means the Encampment Resolution Funding program established pursuant to this chapter.
(k) “Recipient” means an applicant that receives grant funds from the council for the purposes of the program.
(l) “State right-of-way” means real property held in title by the State of California
Additional definitions for the purposes of ERF program:
“
Grantee” is “a Continuum of Care or a Local Jurisdiction that receives grant funds from the Council for the purposes of the program. Grantee is synonymous with “Recipient.”
DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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“Subrecipients” or “Subgrantees” are entities that receive subawards from “Recipients” or “Grantees” to carry out part of the Program.
“Expended” means all ERF funds obligated under contract or subcontract that have been fully paid and receipted, and no invoices remain outstanding.
“Obligate” means that the Grantee has placed orders, awarded contracts, received services, or entered into similar transactions that require payment using ERF funding. Grantees must obligate the funds by the statutory deadlines set forth in this Exhibit A.
“Cal ICH” is synonymous with “Council”.
4) S
cope of Work
This Scope of Work identifies the terms and conditions necessary to accomplish the Program’s intended objectives.
As detailed in Exhibit A.2, t
he Program’s objective is to fund grantees to implement actionable, person-centered local proposals that resolve the experience of unsheltered homelessness for people residing in encampments.
Grantees will implement their ERF funded local proposals in compliance with the terms and conditions of this Agreement, the NOFA under which the Grantee applied, the representations contained in the Grantee’s application, Cal ICH guidance and directives, and the requirements per the authorizing statute.
Expenditures shall be consistent with the legislative intent of the authorizing statute to ensure the safety and wellness of people experiencing homelessness in encampments. Permissible eligible uses and activities are detailed below in Exhibit B, Budget Details and Disbursement Provisions. Prior to fully executing this agreement, Grantees must standardize their budget using a Cal ICH provided budget template.
Grantees are expected to be close partners with Cal ICH. This means timely and accurate reporting, candid communication of successes and challenges, and availability of persons, information, or materials.
Quarterly reporting requirements are detailed below in Exhibit D.4.
Reporting,
Evaluation, and Audits.
F
iscal deadlines are detailed below in Exhibit A.6. E ffective Date, Term of Agreement, and Deadlines.
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Grantees shall complete a Final Work Product (As detailed below in Exhibit A.6.d.) and participate in a program evaluation regarding their implementation of ERF awards. To support this effort, Cal ICH will make Technical Assistance available.
Ca
l ICH maintains sole authority to determine if a Grantee is acting in compliance with the program objectives and may direct Grantees to take specified actions or risk breach of this Agreement. Grantees will be provided reasonable notice and Cal ICH’s discretion in making these determinations are absolute and final.
5) Ca
l ICH Contract Coordinator
Cal ICH’s Contract Coordinator for this Agreement is the Council’s Grant Development Section Chief or the Grant Development Section Chief’s designee.
Unless otherwise instructed, any communication shall be conducted through email to the Cal ICH Contractor Coordinator or their designee. If documents require an original signature, the strongly preferred form is an e-Signature in accordance with the Uniform Electronic Transactions Act (UETA). If an Awardee is unwilling or unable to sign a document electronically, Agency shall accept wet or original signed documents. These documents containing wet signatures should be both mailed to Cal ICH and scanned and emailed as instructed. State law or policy may require the use of wet signatures for specific documents. The Representatives during the term of this Agreement will be:
PROGRAM GRANTEE
ENTITY: Business, Consumer Services
and Housing Agency City of Thousand Oaks
SECTION/UNIT:
California Interagency Council on
Homelessness
(Cal ICH)
City Manager’s Office
ADDRESS: 801 Capital Mall, 6th floor
Sacramento, CA, 95814
2100 Thousand Oaks Boulevard,
Thousand Oaks, CA 91362
CONTRACT
COORDINATOR Jeannie McKendry Ingrid Hardy
PHONE
NUMBER: (916) 510-9446
(805) 449-2111
EMAIL
ADDRESS:
[email protected]
and [email protected]
[email protected]
The Council reserves the right to change their Cal ICH Contractor Coordinator, designee, and / or contact information at any time with reasonable notice to the Grantee.
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All requests to update the Grantee information listed within this Agreement shall be emailed to Cal ICH grant’s general email box at [email protected].
Notice to either party may be given by email. Such notice shall be effective when received as indicated on email. Changes to Cal ICH Contractor Coordinator, designee, and / or contact information or grantee information can be made without a formal amendment, approved by DGS.
6) E
ffective Date, Term of Agreement, and Deadlines
a) This Agreement is effective upon execution by Cal ICH, which includes signature from the Grantee and Cal ICH. This is indicated by the Cal ICH provided signature and date on the second page of the accompanying STD. 213, Standard Agreement.
b) Performance shall start no later than 30 days, or on the express date set by Cal ICH and the Grantees, after all approvals have been obtained and the Grant Agreement is fully executed. Should the Grantee fail to commence work at the agreed upon time, Cal ICH, upon five (5) days written notice to the grantee, reserves the right to terminate the Agreement.
c) Grantees will continue to perform until the Agreement is terminated, including data reporting and participation in program evaluation activities, as needed.
d) This Agreement will terminate on March 31, 2027.
Grantees shall submit a Final Work Product by September 30, 2026. The Final Work Product will include programmatic and fiscal data and a narrative on the outputs and outcomes of the program on a reporting template to be provided by Cal ICH.
Cal ICH will review submitted Final Work Products and collaborate with Grantees to cure any deficiencies by March 31, 2027.
Grantees are expected to continue performing until March 31, 2027. This means timely and accurate reporting, candid communication of success or shortcomings, and availability of persons, information, or materials.
e) Expenditure and Obligation Deadlines:
i. Grantees shall expend no less than 50 percent and obligate 100 percent of Program funds by June 30, 2024.
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ii. Grantees that have not obligated 100 percent of their Program funds by June 30, 2024, shall submit an alternative disbursement plan to Cal ICH for approval no later than July 30, 2024. This alternative disbursement plan should detail the explanation for the delay and plans for all future obligations and expenditures.
iii. Grantees not meeting the requirements outlined in (i) may be subject to additional corrective action, as determined by Cal ICH.
iv. All Program funds (100 percent) shall be expended by June 30, 2026. Any funds not expended by this date shall revert to the fund of origin pursuant to HSC Section 50253(e)(5).
7) S
pecial Conditions
Cal ICH maintains sole authority to determine if a Grantee is acting in compliance with the program objectives and may direct Grantees to take specified actions or risk breach of this Agreement. Grantees will be provided reasonable notice and Cal ICH’s discretion in making these determinations are absolute and final.
DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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Encampment Resolution Funding Program
Standard Agreement
EXHIBIT B
BUDGET DETAIL and DISBURSEMENT PROVISIONS
1) G eneral Conditions Prior to Disbursement
All Grantees must submit the following completed forms prior to ERF being released:
• Request for Funds Form (“RFF”)
• STD 213 Standard Agreement form and initialed Exhibits A through E • STD 204 Payee Data Record or Government Agency Taxpayer ID Form
2) D
isbursement of Funds
ERF will be disbursed to the Grantee upon receipt, review and approval of the completed Standard Agreement and RFF by Cal ICH, the Department of General Services (DGS), and the State Controller’s Office (SCO).
The RFF must include the total amount of Program funds proposed to be expended.
The ERF will be disbursed in one allocation via mailed check once the RFF has been received by the SCO. Checks will be mailed to the address and contact name listed on the RFF.
3) B udget Details and Expenditure of Funds
The Grantee shall expend Program funds on eligible uses and activities as detailed in the submitted standardized budget. Cal ICH reserves the right to direct specific line-item changes in the originally submitted Application budget or subsequently submitted standardized budgets.
a) Budget Changes
i) Process:
Budget modification requests should be made as part of the quarterly report process. These requests will be reviewed in the first week after quarterly reports are received. Cal ICH may consider budget change requests outside of this process, through email as needed due to documented, exigent circumstances. Grantees carry the burden to anticipate foreseeable budget change requests and should plan accordingly.
Cal ICH reserves the right to amend or adjust this process as necessary.
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ii) Conditions requiring a budget modification request:
Changes may be made to the timing (e.g., fiscal year) of eligible use expenditures without prior approval by Cal ICH so long as the total expenditures (actual and projected) for each eligible use category remain the same as approved in the standardized budget.
Any decrease or increase to the total expenditures for any eligible use category must be approved by Cal ICH’s Grant Development Section Chief or their designee, in writing, before the Grantee may expend Program funds according to an alternative standardized budget. The Grant Development Section Chief will respond to Grantee with approval or denial of request. Failure to obtain written approval from Cal ICH as required by this section may be considered a breach of this Agreement. A breach of this agreement may result in remedies listed below in Exhibit D.6. B reach and
Remedies.
R
egardless of an increase or decrease of an expenditure amount, any significant or material programmatic or fiscal change as considered by a reasonable project manager should be submitted to Cal ICH for approval.
b) Eligible Uses
Eligible uses and activities must be consistent with HSC Sections 50250 – 50254, other applicable laws, the terms and conditions of this Agreement, Cal ICH guidance or directives, the NOFA under which the Grantee applied, representations contained in the Grantee’s application, and the Purpose of the Program as detailed in Exhibit A.2. P
urpose.
Eligible uses and activities include, but are not limited to, the following:
Rapid Rehousing: Rapid rehousing, including housing identification services, rental subsidies, security deposits, incentives to landlords, and holding fees for eligible persons, housing search assistance, case management and facilitate access to other community-based services.
Operating Subsidies: Operating subsidies in new and existing affordable or supportive housing units, emergency shelters, and navigation centers. Operating subsidies may include operating reserves.
Street Outreach: Street outreach to assist eligible persons to access crisis services, interim housing options, and permanent housing and services. Services Coordination Services coordination, which may include access to workforce, education, and training programs, or other services needed to improve and DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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promote housing stability for eligible persons, as well as direct case management services being provided to persons.
Systems Support: Systems support for activities that improve, strengthen, augment, complement, and/or are necessary to create regional partnerships and a homeless services and housing delivery system that resolves persons’ experiences of unsheltered homelessness.
Delivery of Permanent Housing: Delivery of permanent housing and innovative housing solutions, such as unit conversions that are well suited for eligible persons.
Prevention and Shelter Diversion: Prevention and shelter diversion to permanent housing, including flexible forms of financial assistance, problem solving assistance, and other services to prevent people that have been placed into permanent housing from losing their housing and falling back into unsheltered homelessness. This category is only available to serve people who were formerly residing in the prioritized ERF encampment site.
Interim Sheltering: Interim sheltering, limited to newly developed clinically enhanced congregate shelters, new or existing non-congregate shelters, and operations of existing navigation centers and shelters based on demonstrated need that are well suited for eligible persons.
Improvements to Existing Emergency Shelters: Improvements to existing emergency shelters to lower barriers, increase privacy, better address the needs of eligible persons, and improve outcomes and exits to permanent housing.
Administration: up to 5% of awarded Program funds may be applied to administrative costs.
P
rogram funds shall not be expended on Site Restoration or other Ineligible Costs as detailed immediately below.
4) In eligible Costs
ERF shall not be used for costs associated with activities in violation, conflict, or inconsistent with HSC Sections 50250 – 50254, other applicable laws, the terms and conditions of this Agreement, Cal ICH guidance or directives, the NOFA under which the Grantee applied, representations contained in the Grantee’s application, and the Purpose of the Program as detailed in Exhibit A.2. P
urpose.
Costs shall not be used for any use or activity that is in violation, conflict, or inconsistent with the legislative intent of the authorizing statute to ensure the safety and wellness of people experiencing homelessness in encampments.
DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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Moreover, no parties to this contract nor their agents shall directly or indirectly use ERF awards for any use or activity that is in violation, conflict, or inconsistent with the legislative intent of the authorizing statute to ensure the safety and wellness of people experiencing homelessness in encampments. ERF funded activities that cause a traumatic effect are inconsistent with ensuring the safety and wellness of people experiencing homelessness in encampments.
Cal ICH, at its sole and absolute discretion, shall make the final determination regarding the allowability of ERF expenditures.
Cal ICH reserves the right to request additional clarifying information to determine the reasonableness and eligibility of all uses of the funds made available by this Agreement. If the Grantee or its funded subrecipients use ERF funds to pay for ineligible activities, the Grantee shall be required to reimburse these funds to Cal ICH at an amount and timeframe determined by Cal ICH.
An expenditure which is not authorized by this Agreement, or by written approval of Cal ICH, or which cannot be adequately documented, shall be disallowed, and must be reimbursed to Cal ICH by the Grantee at an amount and timeframe determined by Cal ICH.
Program funds shall not be used to supplant existing local funds for homeless housing, assistance, prevention, or encampment resolution including site restoration or waste management.
Unless expressly approved by Cal ICH in writing reimbursements are not permitted for any Program expenditures prior to this Agreement’s date of execution.
DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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Encampment Resolution Funding Program
Standard Agreement
EXHIBIT C
STATE OF CALIFORNIA GENERAL TERMS AND CONDITIONS
This exhibit is incorporated by reference and made part of this agreement. The General Terms and Conditions (GTC 04/2017) can be viewed at the following link:
https://www.dgs.ca.gov/-/
media/Divisions/OLS/Resources/GTC-April-2017-
FINALapril2017.pdf?la=en&hash=3A64979F777D5B9D35309433EE81969FD69052D2
In the interpretation of this Agreement, any inconsistencies between the State of California General Terms and Conditions (GTC - 04/2017) and the terms of this Agreement and its exhibits/attachments shall be resolved in favor of this Agreement and its exhibits/attachments.
DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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Encampment Resolution Funding Program
Standard Agreement
EXHIBIT D
GENERAL TERMS AND CONDITIONS
1) T
ermination and Sufficiency of Funds
a) Termination of Agreement
Cal ICH may terminate this Agreement at any time for cause by giving a minimum of 14 days’ notice of termination, in writing, to the Grantee. Cause shall consist of violations of any conditions of this Agreement, any breach of contract as described in paragraph 6 of this Exhibit D;
violation of any federal
or state laws; or withdrawal of Cal ICH’s expenditure authority. Upon termination of this Agreement, unless otherwise approved in writing by Cal ICH, any unexpended funds received by the Grantee shall be returned to Cal ICH within 30 days of Cal ICH’s specified date of termination.
b) S
ufficiency of Funds
This Agreement is valid and enforceable only if sufficient funds are made available to Cal ICH by legislative appropriation. In addition, this Agreement is subject to any additional restrictions, limitations or conditions, or statutes, regulations or any other laws, whether federal or those of the State of California, or of any agency, department, or any political subdivision of the federal or State of California governments, which may affect the provisions, terms or funding of this Agreement in any manner.
2) T
ransfers
Grantee may not transfer or assign by subcontract or novation, or by any other means, the rights, duties, or performance of this Agreement or any part thereof, except as allowed within Exhibit D.12. (
Special Conditions – G rantees/Sub Grantee)
or with the prior written approval of Cal ICH and a formal amendment to this Agreement to affect such subcontract or novation.
3) G
rantee’s Application for Funds
Grantee submitted a standardized budget to Cal ICH as part of their application for the Program.
Grantee warrants that all information, facts, assertions and representations contained in the application and approved modifications and additions thereto are true, correct, and complete to the best of Grantee’s knowledge. In the event that any DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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part of the application and any approved modification and addition thereto is untrue, incorrect, incomplete, or misleading in such a manner that would substantially affect Cal ICH approval, disbursement, or monitoring of the funding and the grants or activities governed by this Agreement, then Cal ICH may declare a breach of this Agreement and take such action or pursue such remedies as are legally available.
4) R
eporting, Evaluation, and Audits
a) Reporting Requirements
i. Timing and Format of Reports.
Grantee is required to provide Cal ICH or its agents with all data and outcomes that may inform an assessment of the funded proposal. Grantees shall report quarterly and have one Final Work Product submitted prior to this Agreement’s termination.
The quarterly reports shall be submitted on a template to be provided by Cal ICH at least 90 days prior to the first reporting deadline. Cal ICH may request interim reports as needed and will provide no less than 30 days’ notice to Grantees.
ii. Required Data
Grantees will be required to provide:
• Outreach and service path data at the anonymized, individual level; • Current housing status of persons served in the aggregate; • Status of funding as presented in the Cal ICH approved, standardized budget; and
• C ontinued confirmation that projects receiving ERF funds are populated timely into HMIS and use Cal ICH supplied funding codes.
Cal ICH’s discretion in identifying which information shall be included in these reports is final.
Pursuant to HSC Section 50254, grantees shall provide data elements, including, but not limited to, health information, in a manner consistent with state and federal law, to their local Homeless Management Information System for tracking in the statewide Homeless Data Integration System.
Pursuant to HSC Section 50254(b)(3), Grantees shall report individual, client-level data for persons served by grant funding to the council, in addition to any data reported through local Homeless Management Information System, as required by the council for the purposes of research DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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and evaluation of grant performance, service pathways, and outcomes for people served.
Grantees shall comply with the data entry requirements of AB977, located at Welfare and Institutions Code section 8256(d).
iii. Cal ICH usage of Reports
Pursuant to HSC Section 50254(b)(4), Council staff may use information reported directly from grantees and through statewide Homeless Data Integration System for the purposes of research and evaluation of grant performance, service pathways, and outcomes for people served.
iv. Failure to Report
If the Grantee fails to provide any such report, Cal ICH may recapture any portion of the amount authorized by this Agreement with a 14-day written notification.
b) Evaluation
i. At Cal ICH’s discretion, Grantees shall participate in a program evaluation regarding their implementation of ERF awards. To support this effort, Cal ICH will contract a third party to complete the evaluation.
ii. Grantees are expected to be close partners with Cal ICH for this program evaluation and for all evaluative aspects of this Program. This means timely and accurate reporting, candid communication of success or challenges, and availability of persons, information, or materials. More specifically, Grantees must cooperate with Cal ICH or its designee as reasonably required to implement an evaluation plan. This includes providing or facilitating the collection of data and materials as reasonably requested by Cal ICH or its designee.
iii. For the purpose of evaluation, Cal ICH or its designee may visit sites related to the project and film, tape, photograph, interview, and otherwise document Grantee’s operations during normal business hours and with reasonable advance notice. Cal ICH will comply with Grantee’s site visit terms during any site visits.
iv. Grantees should maintain active data, documents, and filings in anticipation of this evaluation. Special care should be taken to organize and preserve internal work products that guided implementation by the Grantee or subgrantee.
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v. Grantees shall notify Cal ICH and provide copies of any reports or findings if Grantee conducts or commissions any third-party research or evaluation regarding their funded project.
vi. All terms and conditions that apply to reporting similarly apply to evaluation.
c)
Auditing
Cal ICH reserves the right to perform or cause to be performed a financial audit.
At Cal ICH request, the Grantee shall provide, at its own expense, a financial audit prepared by a certified public accountant. Should an audit be required, the Grantee shall adhere to the following conditions:
i) The audit shall be performed by an independent certified public accountant.
ii) The Grantee shall notify Cal ICH of the auditor's name and address immediately after the selection has been made. The contract for the audit shall allow access by Cal ICH to the independent auditor's working papers.
iii) The Grantee is responsible for the completion of audits and all costs of preparing audits.
iv) If there are audit findings, the Grantee must submit a detailed response acceptable to Cal ICH for each audit finding within 90 days from the date of the audit finding report.
5) I
nspection and Retention of Records
a) Record Inspection
Cal ICH or its designee shall have the right to review, obtain, and copy all records and supporting documentation pertaining to performance under this Agreement. The Grantee agrees to provide Cal ICH, or its designee, with any relevant information requested. The Grantee agrees to give Cal ICH or its designee access to its premises, upon reasonable notice and during normal business hours, for the purpose of interviewing employees who might reasonably have information related to such records, and of inspecting and copying such books, records, accounts, and other materials that may be relevant to an investigation of compliance with the ERF laws, Cal ICH guidance or directives, and this Agreement.
b) Record Retention
The Grantee further agrees to retain all records described in s ubparagraph A for
a minimum period of five (5) years after the termination of this Agreement.
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If any litigation, claim, negotiation, audit, monitoring, inspection, or other action has been commenced before the expiration of the required record retention period, all records must be retained until completion of the action and resolution of all issues which arise from it.
c) Public Records Act
The grantees’ final ERF-2-R application, this contract, and other documents related to the grant are considered public records, which are available for public viewing pursuant to the California Public Records Act.
6)
Breach and Remedies
a) Breach of Agreement
Breach of this Agreement includes, but is not limited to, the following events:
i. Grantee’s failure to comply with the terms or conditions of this Agreement.
ii. Use of, or permitting the use of, Program funds provided under this Agreement for any ineligible activities.
iii. Any failure to comply with the deadlines set forth in this Agreement.
b) Remedies for Breach of Agreement
In addition to any other remedies that may be available to Cal ICH in law or equity for breach of this Agreement, Cal ICH may:
i. C onduct a program monitoring which will include a corrective action plan (CAP) with findings, remedies, and timelines for resolving the findings.
ii. Bar the Grantee from applying for future ERF funds;
iii. Revoke any other existing ERF award(s) to the Grantee;
iv. Require the return of any unexpended ERF funds disbursed under this Agreement;
v. Require repayment of ERF funds disbursed and expended under this Agreement;
vi. Require the immediate return to Cal ICH of all funds derived from the use of ERF
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vii. Seek, in a court of competent jurisdiction, an order for specific performance of the defaulted obligation or participation in the technical assistance in accordance with ERF requirements.
c) All remedies available to Cal ICH are cumulative and not exclusive.
d) Cal ICH may give written notice to the Grantee to cure the breach or violation within a period of not less than 14 days.
7) W
aivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The failure of Cal ICH to enforce at any time the provisions of this Agreement, or to require at any time, performance by the Grantee of these provisions, shall in no way be construed to be a waiver of such provisions nor to affect the validity of this Agreement or the right of Cal ICH to enforce these provisions.
8) N
ondiscrimination
During the performance of this Agreement, Grantee and its subrecipients shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, gender identity, gender expression, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), genetic information, marital status, military and veteran status, denial of medical and family care leave or pregnancy disability leave, or any other characteristic protected by state or federal law. Grantees and Sub grantees shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Grantee and its subrecipients shall comply with the provisions of California’s laws against discriminatory practices relating to specific groups: the California Fair Employment and Housing Act (FEHA) (Gov. Code, Section 12900 et seq.); the regulations promulgated thereunder (Cal. Code Regs., tit. 2, Section 11000 et seq.); and the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, Section 11135 - 11139.5). Grantee and its subrecipients shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
9) C
onflict of Interest
All Grantees are subject to state and federal conflict of interest laws. Failure to comply with these laws, including business and financial disclosure provisions, will DocuSign Envelope ID: 7524DF23-E8F7-4ABA-B0CC-C04A72411DA1
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result in the application being rejected and any subsequent contract being declared void. Other legal action may also be taken. Additional applicable statutes include, but are not limited to, Government Code Section 1090 and Public Contract Code Sections 10410 and 10411.
a) Current State Employees: No State officer or employee shall engage in any employment, activity, or enterprise from which the officer or employee receives compensation or has a financial interest, and which is sponsored or funded by any State agency, unless the employment, activity, or enterprise is required as a condition of regular State employment. No State officer or employee shall contract on his or her own behalf as an independent Grantee with any State agency to provide goods or services.
b) Former State Employees: For the two-year period from the date he or she left State employment, no former State officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements, or any part of the decision-making process relevant to the contract while employed in any capacity by any State agency. For the twelve- month period from the date he or she left State employment, no former State officer or employee may enter into a contract with any State agency if he or she was employed by that State agency in a policy-making position in the same general subject area as the proposed contract within the twelve-month period prior to his or her leaving State service.
c) Employees of the Grantee: Employees of the Grantee shall comply with all applicable provisions of law pertaining to conflicts of interest, including but not limited to any applicable conflict of interest provisions of the Political Reform Act of 1974 (Gov. Code, Section 81000 et seq.).
d) Representatives of a County: A representative of a county serving on a board, committee, or body with the primary purpose of administering funds or making funding recommendations for applications pursuant to this chapter shall have no financial interest in any contract, program, or project voted on by the board, committee, or body on the basis of the receipt of compensation for holding public office or public employment as a representative of the county.
10) Dr
ug -Free Workplace Certification
Certification of Compliance: By signing this Agreement, Grantee hereby certifies, under penalty of perjury under the laws of State of California, that it and its subrecipients will comply with the requirements of the Drug-Free Workplace Act of 1990 (Gov. Code, Section 8350 et seq.) and have or will provide a drug-free workplace by taking the following actions:
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Publish a statement notifying employees and subrecipients that unlawful manufacture distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees, Grantees, or subrecipients for violations, as required by Government Code Section 8355, subdivision (a)(1).
a) Establish a Drug-Free Awareness Program, as required by Government Code Section 8355, subdivision (a)(2) to inform employees, Grantees, or subrecipients about all of the following:
i. The dangers of drug abuse in the workplace;
ii. Grantee’s policy of maintaining a drug-free workplace;
iii. Any available counseling, rehabilitation, and employee assistance program; and
iv. Penalties that may be imposed upon employees, Grantees, and subrecipients for drug abuse violations.
b) Provide, as required by Government Code Section 8355, subdivision (a)(3), that every employee and/or subrecipient that works under this Agreement:
i. Will receive a copy of Grantee’s drug-free policy statement, and
ii. Will agree to abide by terms of Grantee’s condition of employment or subcontract.
11) C
hild Support Compliance Act
For any Contract Agreement in excess of $100,000, the Grantee acknowledges in accordance with Public Contract Code 7110, that:
a) The Grantee recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with Section 5200) of Part 5 of Division 9 of the Family Code; and
b) The Grantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.
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12) Special Conditions – Grantees/Subgrantee
The Grantee agrees to comply with all conditions of this Agreement including the Special Conditions set forth in Exhibit E. These conditions s hall be met to the
satisfaction of Cal ICH prior to disbursement of funds. The Grantee shall ensure that all Subgrantees are made aware of and agree to comply with all the conditions of this Agreement and the applicable State requirements governing the use of ERF.
Failure to comply with these conditions may result in termination of this Agreement.
a) T
he Agreement between the Grantee and any Subgrantee shall require the Grantee and its Subgrantees, if any, to:
i. Perform the work in accordance with Federal, State and Local housing and building codes, as applicable.
ii. Maintain at least the minimum State-required worker’s compensation for those employees who will perform the work or any part of it.
iii. Maintain, as required by law, unemployment insurance, disability insurance, and liability insurance in an amount that is reasonable to compensate any person, firm or corporation who may be injured or damaged by the Grantee or any Subgrantee in performing the Work or any part of it.
iv. Agree to include and enforce all the terms of this Agreement in each subcontract.
13) C
ompliance with State and Federal Laws, Rules, Guidelines and Regulations
The Grantee agrees to comply with all state and federal laws, rules and regulations that pertain to construction, health and safety, labor, fair employment practices, environmental protection, equal opportunity, fair housing, and all other matters applicable and/or related to the ERF program, the Grantee, its subrecipients, and all eligible activities.
Grantee shall also be responsible for obtaining any and all permits, licenses, and approvals required for performing any activities under this Agreement, including those necessary to perform design, construction, or operation and maintenance of the activities. Grantee shall be responsible for observing and complying with any applicable federal, state, and local laws, rules or regulations affecting any such work, specifically those including, but not limited to, environmental protection, procurement, and safety laws, rules, regulations, and ordinances. Grantee shall provide copies of permits and approvals to Cal ICH upon request.
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14) Inspections
a) Grantee shall inspect any work performed hereunder to ensure that the work is being and has been performed in accordance with the applicable federal, state and/or local requirements, and this Agreement.
b) Cal ICH reserves the right to inspect any work performed hereunder to ensure that the work is being and has been performed in accordance with the applicable federal, state and/or local requirements, and this Agreement.
c) Grantee agrees to require that all work that is determined based on such inspections not to conform to the applicable requirements be corrected and to withhold payments to the subrecipient until it is corrected.
15) Litigation
a) If any provision of this Agreement, or an underlying obligation, is held invalid by a court of competent jurisdiction, such invalidity, at the sole discretion of Cal ICH, shall not affect any other provisions of this Agreement and the remainder of this Agreement shall remain in full force and effect. Therefore, the provisions of this Agreement are and shall be deemed severable.
b) The Grantee shall notify Cal ICH immediately of any claim or action undertaken by or against it, which affects or may affect this Agreement or Cal ICH, and shall take such action with respect to the claim or action as is consistent with the terms of this Agreement and the interests of Cal ICH.
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Encampment Resolution Funding Program
Standard Agreement
E
XHIBIT E
SPECIAL TERMS AND CONDITIONS
1) All proceeds from any interest-bearing account established by the Grantee for the deposit of funds, along with any interest-bearing accounts opened by subrecipients to the Grantee for the deposit of funds, must be used for eligible activities and reported on as required by Cal ICH.
2) Grantee shall utilize its local Homeless Management Information System (HMIS) to track ERF projects, services, and clients served. Grantee will ensure that HMIS data are collected in accordance with applicable laws and in such a way as to identify individual projects, services, and clients that are supported by funding (e.g., by creating appropriate - ERF specific funding sources and project codes in HMIS).
3) G
rantee shall participate in and provide data elements, including, but not limited to, health information, in a manner consistent with federal law, to the statewide Homeless Management Information System (known as the Homeless Data Integration System or “HDIS”), in accordance with their existing Data Use Agreement entered into with the Council, if any, and as required by Health and Safety Code Section 50254. Any health information provided to, or maintained within, the statewide Homeless Management Information System shall not be subject to public inspection or disclosure under the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of Title 1 of the Government Code). For purposes of this paragraph, “health information” means “protected health information,” as defined in Part 160.103 of Title 45 of the Code of Federal Regulations, and “medical information,” as defined in subdivision (j) of Section 56.05 of the Civil Code. The Council may, as required by operational necessity, amend or modify required data elements, disclosure formats, or disclosure frequency. Additionally, the Council, at its discretion, may provide Grantee with aggregate reports and analytics of the data Grantee submits to HDIS in support of the Purpose of this Agreement and the existing Data Use Agreement. 4) G
rantee agrees to accept technical assistance as directed by Cal ICH or by a contracted technical assistance provider acting on behalf of Cal ICH. Grantee will report to Cal ICH on programmatic changes the Grantee will make as a result of the technical assistance and in support of their grant goals. 5) G
rantee should establish a mechanism for people with lived experience of homelessness to have meaningful and purposeful opportunities to inform and shape all levels of planning and implementation, including through opportunities to hire people with lived experience.
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6) Cal ICH maintains sole authority to determine if a Grantee is acting in compliance with the program objectives and may direct grantees to take specified actions or risk breach of this Agreement. Grantees will be provided reasonable notice and Cal ICH’s discretion in making these determinations are absolute and final.
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