HomeMy WebLinkAboutMarjaree Mason Center Service Agreement - 7-1-23 DocuSign Envelope ID:E76E3E20-8BFA-49F3-88BC-6B1853D7E716
SERVICE AGREEMENT
CITY OF FRESNO, CALIFORNIA
THIS AGREEMENT is made and entered into, effective on July 1, 2023, by and between
the CITY OF FRESNO, a California municipal corporation (City), and Marjaree Mason
Center, a California non-profit Corporation (Service Provider).
RECITALS
WHEREAS, City desires to obtain professional homeless family emergency shelter
services at The Marjaree Mason Center located at 1600 M Street (Project); and
WHEREAS, Service Provider is engaged in the business of furnishing homeless family
emergency shelter services. The agreement will be to operate 12 shelter beds and hereby
represents that it desires to and is professionally and legally capable of performing the
services called for by this Agreement; and
WHEREAS, Service Provider acknowledges that this Agreement is subject to the
requirements of Fresno Municipal Code Section 4-107; and
WHEREAS, this Agreement will be administered for City by its
Planning Development Director (Administrator) or designee.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions,
and premises hereinafter contained to be kept and performed by the respective parties,
it is mutually agreed as follows:
1. Scope of Services. Service Provider shall perform to the satisfaction of City the
services described in Exhibit A, including all work incidental to, or necessary to
perform, such services even though not specifically described in Exhibit A.
2. Term of Agreement and Time for Performance. This Agreement shall be effective
from the date first set forth above (Effective Date) and shall continue in full force
and effect through June 30, 2024, subject to any earlier termination in accordance
with this Agreement. The Parties may extend this Agreement for up to one year,
subject to a written agreement approved by the City Council. The services of
Service Provider as described in Exhibit A are to commence upon the Effective
Date and shall be completed in a sequence assuring expeditious completion, but
in any event, all such services shall be completed prior to expiration of this
Agreement and in accordance with any performance schedule set forth in Exhibit
A.
3. Compensation.
(a) Service Provider's sole compensation for satisfactory performance of all
services required or rendered pursuant to this Agreement shall be a total
fee not to exceed $110,167.00, paid on the basis of the rates set forth herein
or in the schedule of fees and expenses contained in Exhibit A. Such fee
includes all expenses incurred by Service Provider in performance of the
services.
(b) Detailed statements shall be rendered monthly for services performed in the
preceding month and will be payable in the normal course of City business.
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City shall not be obligated to reimburse any expense for which it has not
received a detailed invoice with applicable copies of representative and
identifiable receipts or records substantiating such expense.
(c) Service Provider agrees to render actual monthly income and expense
reports relating to the management and operation of the Property in Service
Provider's standard format approved by City on the fifteenth (15th) calendar
day after the expiration of each calendar month, and an annual income and
expense report in Service Provider's standard format approved of by City,
within forty-five (45)days after the expiration of each calendar year.At City's
election (to be exercised by prior written notice to Service Provider), Service
Provider shall deliver, concurrently with the delivery of each monthly income
and expense report, copies of checks evidencing payments and collections
and supporting invoices, internal allocations, and other back-up data as may
be reasonably requested for the expenses and disbursements shown on
the previous month's income expense report.
(d) The parties may modify this Agreement to increase or decrease the scope
of services or provide for the rendition of services not required by this
Agreement, which modification shall include an adjustment to Service
Provider's compensation. Any change in the scope of services must be
made by written amendment to the Agreement signed by an authorized
representative for each party. Service Provider shall not be entitled to any
additional compensation if services are performed prior to a signed written
amendment.
4. Termination, Remedies, and Force Ma'eure.
(a) This Agreement shall terminate without any liability of City to Service
Provider upon the earlier of: (i) Service Provider's filing for protection under
the federal bankruptcy laws, or any bankruptcy petition or petition for
receiver commenced by a third party against Service Provider; (ii) seven
calendar days' prior written notice with or without cause by City to Service
Provider; (iii) City's non-appropriation of funds sufficient to meet its
obligations hereunder during any City fiscal year of this Agreement, or
insufficient funding for the Project; or (iv) expiration of this Agreement.
(b) Immediately upon any termination or expiration of this Agreement, Service
Provider shall (i) immediately stop all work hereunder; (ii) immediately
cause any and all of its subcontractors to cease work; and (iii) return to City
any and all unearned payments and all properties and materials in the
possession of Service Provider that are owned by City. Subject to the terms
of this Agreement, Service Provider shall be paid compensation for services
satisfactorily performed prior to the effective date of termination. Service
Provider shall not be paid for any work or services performed or costs
incurred which reasonably could have been avoided.
(c) In the event of termination due to failure of Service Provider to satisfactorily
perform in accordance with the terms of this Agreement, City may withhold
an amount that would otherwise be payable as an offset to, but not in excess
of, City's damages caused by such failure. In no event shall any payment
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by City pursuant to this Agreement constitute a waiver by City of any breach
of this Agreement which may then exist on the part of Service Provider, nor
shall such payment impair or prejudice any remedy available to City with
respect to the breach.
(d) Upon any breach of this Agreement by Service Provider, City may
(i) exercise any right, remedy (in contract, law or equity), or privilege which
may be available to it under applicable laws of the State of California or any
other applicable law; (ii) proceed by appropriate court action to enforce the
terms of the Agreement; and/or (iii) recover all direct, indirect,
consequential, economic and incidental damages for the breach of the
Agreement. If it is determined that City improperly terminated this
Agreement for default, such termination shall be deemed a termination for
convenience.
(e) Service Provider shall provide City with adequate written assurances of
future performance, upon Administrator's request, in the event Service
Provider fails to comply with any terms or conditions of this Agreement.
(f) Service Provider shall be liable for default unless nonperformance is caused
by an occurrence beyond the reasonable control of Service Provider and
without its fault or negligence such as, acts of God or the public enemy, acts
of City in its contractual capacity, fires, floods, epidemics, quarantine
restrictions, strikes, unusually severe weather, and delays of common
carriers. Service Provider shall notify Administrator in writing as soon as it
is reasonably possible after the commencement of any excusable delay,
setting forth the full particulars in connection therewith, and shall remedy
such occurrence with all reasonable dispatch, and shall promptly give
written notice to Administrator of the cessation of such occurrence.
5. Confidential Information and Ownership of Documents.
(a) Any reports, information, or other data prepared or assembled by Service
Provider pursuant to this Agreement shall not be made available to any
individual or organization by Service Provider without the prior written
approval of the Administrator. During the term of this Agreement, and
thereafter, Service Provider shall not, without the prior written consent of
City, disclose to anyone any Confidential Information. The term Confidential
Information for the purposes of this Agreement shall include all proprietary
and confidential information of City, including but not limited to business
plans, marketing plans, financial information, materials, compilations,
documents, instruments, models, source or object codes and other
information disclosed or submitted, orally, in writing, or by any other medium
or media. All Confidential Information shall be and remain confidential and
proprietary in City.
(b) Any and all writings and documents prepared or provided by Service
Provider pursuant to this Agreement are the property of City at the time of
preparation and shall be turned over to City upon expiration or termination
of the Agreement. Service Provider shall not permit the reproduction or use
thereof by any other person except as otherwise expressly provided herein.
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(c) If Service Provider should subcontract all or any portion of the services to
be performed under this Agreement, Service Provider shall cause each
subcontractor to also comply with the requirements of this Section 5.
(d) This Section 5 shall survive expiration or termination of this Agreement.
6. Level of Skill. It is further mutually understood and agreed by and between the
parties hereto that inasmuch as Service Provider represents to City that Service
Provider and its subcontractors, if any, are skilled in the profession and shall
perform in accordance with the standards of said industry necessary to perform
the services agreed to be done by it under this Agreement, City relies upon the
skill of Service Provider and its subcontractors, if any, to do and perform such
services in a skillful manner and Service Provider agrees to thus perform the
services and require the same of any subcontractors. Therefore, any acceptance
of such services by City shall not operate as a release of Service Provider or any
subcontractors from said industry and professional standards.
7. Indemnification. To the furthest extent allowed by law, Service Provider shall
indemnify, hold harmless and defend City and each of its officers, officials,
employees, agents, and volunteers from any and all loss, liability, fines, penalties,
forfeitures, costs and damages (whether in contract, tort or strict liability, including
but not limited to personal injury, death at any time and property damage), and
from any and all claims, demands and actions in law or equity (including
reasonable attorney's fees, litigation expenses, and costs to enforce this
agreement) that arise out of, pertain to, or relate to the negligence, recklessness
or willful misconduct of Service Provider, its principals, officers, employees,
agents, or volunteers in the performance of this Agreement.
If Service Provider should subcontract all or any portion of the services to be
performed under this Agreement, Service Provider shall require each
subcontractor to indemnify, hold harmless and defend City and each of its officers,
officials, employees, agents, and volunteers in accordance with the terms of the
preceding paragraph.
This section shall survive termination or expiration of this Agreement.
8, Insurance.
(a) Throughout the life of this Agreement, Service Provider shall pay for and
maintain in full force and effect all insurance as required in Exhibit B, which
is incorporated into and part of this Agreement, with an insurance
company(ies) either (i) admitted by the California Insurance Commissioner
to do business in the State of California and rated no less than "A-VII" in the
Best's Insurance Rating Guide, or (ii) as may be authorized in writing by
City's Risk Manager or designee at any time and in its sole discretion. The
required policies of insurance as stated in Exhibit B shall maintain limits of
liability of not less than those amounts stated therein. However, the
insurance limits available to City, its officers, officials, employees, agents,
and volunteers as additional insureds, shall be the greater of the minimum
limits specified therein or the full limit of any insurance proceeds to the
named insured.
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(b) If at any time during the life of the Agreement or any extension, Service
Provider or any of its subcontractors fail to maintain any required insurance
in full force and effect, all services and work under this Agreement shall be
discontinued immediately, and all payments due or that become due to
Service Provider shall be withheld until notice is received by City that the
required insurance has been restored to full force and effect and that the
premiums therefore have been paid for a period satisfactory to City. Any
failure to maintain the required insurance shall be sufficient cause for City
to terminate this Agreement. No action taken by City pursuant to this
section shall in any way relieve Service Provider of its responsibilities under
this Agreement. The phrase "fail to maintain any required insurance" shall
include, without limitation, notification received by City that an insurer has
commenced proceedings, or has had proceedings commenced against it,
indicating that the insurer is insolvent.
(c) The fact that insurance is obtained by Service Provider shall not be deemed
to release or diminish the liability of Service Provider, including, without
limitation, liability under the indemnity provisions of this Agreement. The
duty to indemnify City shall apply to all claims and liability regardless of
whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Service
Provider. Approval or purchase of any insurance contracts or policies shall
in no way relieve from liability nor limit the liability of Service Provider, its
principals, officers, agents, employees, or persons under the supervision of
Service Provider, vendors, suppliers, invitees, consultants, sub-consultants,
subcontractors, or anyone employed directly or indirectly by any of them.
9. Conflict of Interest and Non-Solicitation.
(a) Prior to City's execution of this Agreement, Service Provider shall complete
a City of Fresno conflict of interest disclosure statement in the form as set
forth in Exhibit C. During the term of this Agreement, Service Provider shall
have the obligation and duty to immediately notify City in writing of any
change to the information provided by Service Provider in such statement.
(b) Service Provider shall comply, and require its subcontractors to comply,
with all applicable (i) professional canons and requirements governing
avoidance of impermissible client conflicts; and (ii) federal, state, and local
conflict of interest laws and regulations including, without limitation,
California Government Code Section 1090 et. seq., the California Political
Reform Act (California Government Code Section 87100 et. seq.) and the
regulations of the Fair Political Practices Commission concerning disclosure
and disqualification (2 California Code of Regulations Section 18700 et.
seq.). At any time, upon written request of City, Service Provider shall
provide a written opinion of its legal counsel and that of any subcontractor
that, after a due diligent inquiry, Service Provider and the respective
subcontractor(s) are in full compliance with all laws and regulations.
Service Provider shall take, and require its subcontractors to take,
reasonable steps to avoid any appearance of a conflict of interest. Upon
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discovery of any facts giving rise to the appearance of a conflict of interest,
Service Provider shall immediately notify City of these facts in writing.
(c) In performing the work or services to be provided hereunder, Service
Provider shall not employ or retain the services of any person while such
person either is employed by City or is a member of any City council,
commission, board, committee, or similar City body. This requirement may
be waived in writing by the City Manager, if no actual or potential conflict is
involved.
(d) Service Provider represents and warrants that it has not paid or agreed to
pay any compensation, contingent or otherwise, direct or indirect, to solicit,
or procure this Agreement or any rights/benefits hereunder.
(e) Service Provider and any of its subcontractors shall have no interest, direct
or indirect, in any other contract with a third party in connection with this
Project unless such interest is in accordance with all applicable law and fully
disclosed to and approved by the City Manager, in advance and in writing.
Notwithstanding any approval given by the City Manager under this
provision, Service Provider shall remain responsible for complying with
Section 9(a), above.
(f) If Service Provider should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, Service
Provider shall include the provisions of this Section 9 in each subcontract
and require its subcontractors to comply therewith.
(g) This Section 9 shall survive expiration or termination of this Agreement.
10. Recycling Program. In the event Service Provider maintains an office or operates
a facility(ies), or is required herein to maintain or operate same, within the
incorporated limits of the City of Fresno, Service Provider at its sole cost and
expense shall:
(a) Immediately establish and maintain a viable and ongoing recycling
program, approved by City's Solid Waste Management Division, for each
office and facility. Literature describing City recycling programs is available
from City's Solid Waste Management Division and by calling City of Fresno
Recycling Hotline at (559) 621-1111.
(b) Immediately contact City's Solid Waste Management Division at (559) 621-
1452 and schedule a free waste audit, and cooperate with such Division in
their conduct of the audit for each office and facility.
(c) Cooperate with and demonstrate to the satisfaction of City's Solid Waste
Management Division the establishment of the recycling program in
paragraph (i) above and the ongoing maintenance thereof.
11. General Terms.
(a) Except as otherwise provided by law, all notices expressly required of City
within the body of this Agreement, and not otherwise specifically provided
for, shall be effective only if signed by the Administrator or designee.
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(b) Records of Service Provider's expenses pertaining to the Project shall be
kept on a generally recognized accounting basis and shall be available to
City or its authorized representatives upon request during regular business
hours throughout the life of this Agreement and for a period of seven years
after final payment or, if longer, for any period required by law. In addition,
all books, documents, papers, and records of Service Provider pertaining to
the Project shall be available for the purpose of making audits,
examinations, excerpts, and transcriptions for the same period of time. If
any litigation, claim, negotiations, audit or other action is commenced before
the expiration of said time period, all records shall be retained and made
available to City until such action is resolved, or until the end of said time
period whichever shall later occur. If Service Provider should subcontract
all or any portion of the services to be performed under this Agreement,
Service Provider shall cause each subcontractor to also comply with the
requirements of this paragraph. This Section 11(b) shall survive expiration
or termination of this Agreement.
(c) Prior to execution of this Agreement by City, Service Provider shall have
provided evidence to City that Service Provider is licensed to perform the
services called for by this Agreement (or that no license is required). If
Service Provider should subcontract all or any portion of the work or
services to be performed under this Agreement, Service Provider shall
require each subcontractor to provide evidence to City that subcontractor is
licensed to perform the services called for by this Agreement (or that no
license is required) before beginning work.
12. Nondiscrimination. To the extent required by controlling federal, state and local
law, Service Provider shall not employ discriminatory practices in the provision of
services, employment of personnel, or in any other respect on the basis of race,
religious creed, color, national origin, ancestry, physical disability, mental disability,
medical condition, marital status, sex, age, sexual orientation, ethnicity, status as
a disabled veteran or veteran of the Vietnam era. Subject to the foregoing and
during the performance of this Agreement, Service Provider agrees as follows:
(a) Service Provider will comply with all applicable laws and regulations
providing that no person shall, on the grounds of race, religious creed, color,
national origin, ancestry, physical disability, mental disability, medical
condition, marital status, sex, age, sexual orientation, ethnicity, status as a
disabled veteran or veteran of the Vietnam era be excluded from
participation in, be denied the benefits of, or be subject to discrimination
under any program or activity made possible by or resulting from this
Agreement.
(b) Service Provider will not discriminate against any employee or applicant for
employment because of race, religious creed, color, national origin,
ancestry, physical disability, mental disability, medical condition, marital
status, sex, age, sexual orientation, ethnicity, status as a disabled veteran
or veteran of the Vietnam era. Service Provider shall ensure that applicants
are employed, and the employees are treated during employment, without
regard to their race, religious creed, color, national origin, ancestry, physical
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disability, mental disability, medical condition, marital status, sex, age,
sexual orientation, ethnicity, status as a disabled veteran or veteran of the
Vietnam era. Such requirement shall apply to Service Provider's
employment practices including, but not be limited to, the following:
employment, upgrading, demotion or transfer; recruitment or recruitment
advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship. Service
Provider agrees to post in conspicuous places, available to employees and
applicants for employment, notices setting forth the provision of this
nondiscrimination clause.
(c) Service Provider will, in all solicitations or advertisements for employees
placed by or on behalf of Service Provider in pursuit hereof, state that all
qualified applicants will receive consideration for employment without
regard to race, religious creed, color, national origin, ancestry, physical
disability, mental disability, medical condition, marital status, sex, age,
sexual orientation, ethnicity, status as a disabled veteran or veteran of the
Vietnam era.
(d) Service Provider will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or
understanding, a notice advising such labor union or workers'
representatives of Service Provider's commitment under this section and
shall post copies of the notice in conspicuous places available to employees
and applicants for employment.
(e) If Service Provider should subcontract all or any portion of the services to
be performed under this Agreement, Service Provider shall cause each
subcontractor to also comply with the requirements of this Section 12.
13. Independent Contractor.
(a) In the furnishing of the services provided for herein, Service Provider is
acting solely as an independent contractor. Neither Service Provider, nor
any of its officers, agents, or employees shall be deemed an officer, agent,
employee, joint venturer, partner, or associate of City for any purpose. City
shall have no right to control or supervise or direct the manner or method
by which Service Provider shall perform its work and functions. However,
City shall retain the right to administer this Agreement so as to verify that
Service Provider is performing its obligations in accordance with the terms
and conditions thereof.
(b) This Agreement does not evidence a partnership or joint venture between
Service Provider and City. Service Provider shall have no authority to bind
City absent City's express written consent. Except to the extent otherwise
provided in this Agreement, Service Provider shall bear its own costs and
expenses in pursuit thereof.
(c) Because of its status as an independent contractor, Service Provider and
its officers, agents, and employees shall have absolutely no right to
employment rights and benefits available to City employees. Service
Provider shall be solely liable and responsible for all payroll and tax
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withholding and for providing to, or on behalf of, its employees all employee
benefits including, without limitation, health, welfare and retirement benefits.
In addition, together with its other obligations under this Agreement, Service
Provider shall be solely responsible, indemnify, defend and save City
harmless from all matters relating to employment and tax withholding for
and payment of Service Provider's employees, including, without limitation,
(i) compliance with Social Security and unemployment insurance
withholding, payment of workers compensation benefits, and all other laws
and regulations governing matters of employee withholding, taxes and
payment; and (ii) any claim of right or interest in City employment benefits,
entitlements, programs and/or funds offered employees of City whether
arising by reason of any common law, de facto, leased, or co- employee
rights or other theory. It is acknowledged that during the term of this
Agreement, Service Provider may be providing services to others unrelated
to City or to this Agreement.
14. Notices. Any notice required or intended to be given to either party under the terms
of this Agreement shall be in writing and shall be deemed to be duly given if
delivered personally, transmitted by facsimile followed by telephone confirmation
of receipt, or sent by United States registered or certified mail, with postage
prepaid, return receipt requested, addressed to the party to which notice is to be
given at the party's address set forth on the signature page of this Agreement or
at such other address as the parties may from time to time designate by written
notice. Notices served by United States mail in the manner above described shall
be deemed sufficiently served or given at the time of the mailing thereof.
15. Binding. Subject to Section 16, below, once this Agreement is signed by all parties,
it shall be binding upon, and shall inure to the benefit of, all parties, and each
parties' respective heirs, successors, assigns, transferees, agents, servants,
employees, and representatives.
16. Assignment.
(a) This Agreement is personal to Service Provider and there shall be no
assignment by Service Provider of its rights or obligations under this
Agreement without the prior written approval of the City Manager or
designee. Any attempted assignment by Service Provider, its successors
or assigns, shall be null and void unless approved in writing by the City
Manager or designee.
(b) Service Provider hereby agrees not to assign the payment of any monies
due Service Provider from City under the terms of this Agreement to any
other individual(s), corporation(s) or entity(ies). City retains the right to pay
any and all monies due Service Provider directly to Service Provider.
17. Compliance With Law. In providing the services required under this Agreement,
Service Provider shall at all times comply with all applicable laws of the United
States, the State of California and City, and with all applicable regulations
promulgated by federal, state, regional, or local administrative and regulatory
agencies, now in force and as they may be enacted, issued, or amended during
the term of this Agreement.
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18. Waiver. The waiver by either party of a breach by the other of any provision of this
Agreement shall not constitute a continuing waiver or a waiver of any subsequent
breach of either the same or a different provision of this Agreement. No provisions
of this Agreement may be waived unless in writing and signed by all parties to this
Agreement. Waiver of any one provision herein shall not be deemed to be a waiver
of any other provision herein.
19. Governing Law and Venue. This Agreement shall be governed by, and construed
and enforced in accordance with, the laws of the State of California, excluding,
however, any conflict of laws rule which would apply the law of another jurisdiction.
Venue for purposes of the filing of any action regarding the enforcement or
interpretation of this Agreement and any rights and duties hereunder shall be
Fresno County, California.
20. Headings. The section headings in this Agreement are for convenience and
reference only and shall not be construed or held in any way to explain, modify or
add to the interpretation or meaning of the provisions of this Agreement.
21. Severability. The provisions of this Agreement are severable. The invalidity, or
unenforceability of any one provision in this Agreement shall not affect the other
provisions.
22. Interpretation. The parties acknowledge that this Agreement in its final form is the
result of the combined efforts of the parties and that, should any provision of this
Agreement be found to be ambiguous in any way, such ambiguity shall not be
resolved by construing this Agreement in favor of or against either party, but rather
by construing the terms in accordance with their generally accepted meaning.
23. Attorney's Fees. If either party is required to commence any proceeding or legal
action to enforce or interpret any term, covenant or condition of this Agreement,
the prevailing party in such proceeding or action shall be entitled to recover from
the other party its reasonable attorney's fees and legal expenses.
24. Exhibits. Each exhibit and attachment referenced in this Agreement is, by the
reference, incorporated into and made a part of this Agreement.
25. Precedence of Documents. In the event of any conflict between the body of this
Agreement and any exhibit or attachment hereto, the terms and conditions of the
body of this Agreement shall control and take precedence over the terms and
conditions expressed within the exhibit or attachment. Furthermore, any terms or
conditions contained within any exhibit or attachment hereto which purport to
modify the allocation of risk between the parties, provided for within the body of
this Agreement, shall be null and void.
2& Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at
law or in equity.
27. No Third-Party Beneficiaries. The rights, interests, duties, and obligations defined
within this Agreement are intended for the specific parties hereto as identified in
the preamble of this Agreement. Notwithstanding anything stated to the contrary
in this Agreement, it is not intended that any rights or interests in this Agreement
benefit or flow to the interest of any third parties.
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28. Extent of Agreement. Each party acknowledges that they have read and fully
understand the contents of this Agreement. This Agreement represents the entire
and integrated agreement between the parties with respect to the subject matter
hereof and supersedes all prior negotiations, representations or agreements,
either written or oral. This Agreement may be modified only by written instrument
duly authorized and executed by both City and Service Provider.
29. The City Manager, or designee, is hereby authorized and directed to execute and
implement this Agreement.
[SIGNATURES FOLLOW ON THE NEXT PAGE.]
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IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
California, the day and year first above written.
CITY OF FRESNO, MARJAREE MASON CENTER,
a California municipal corporation A Ca'Hfr%rni-ia°a by-^r^f°+ corporation
DocuSigned by:
By: — C87CaE2ias�aC9..
By - Nicole Linder
Georgeanne A. White, Name:
City Manager
Title: Executive Director
APPROVED AS TO FORM; (If corporation or LLC., Board Chair,
... DocuSigned by:
ANDREW JAN� __
Cit Atfnrnau B
y DncuSignedby, Y• cg9gpDFO7F�2C.6 R
�p 6/7/2023 Marcus Martin
By: ��93�ul--1 74c, Name:
I racy N. Parvanian Date
Supervising Deputy City Attorney Title: Director of Finance
(If corporation or LLC., CFO, Treasurer,
ATTEST: Secretary or Assistant Secretary)
TODD STERMER, CMC
City vxigned by:
By. _i
'ram, gmw 7/11/2023
Date
Deputy
Addresses:
Service Provider:
CITY: Marjaree Mason Center, Inc
City of Fresno Attention: Nicole Linder
Attention: Joe Pasillas, Housing and Address: 1600 M Street Fresno CA
Neighborhood Revitalization Manager 93721
2600 Fresno Street, CH3N Phone: 559-237-4706
Fresno, CA 93721
Phone: (559) 621-8053
FAX: (559) [#]
Attachments:
1. Exhibit A - Scope of Services
2. Exhibit B - Insurance Requirements
3. Exhibit C - Conflict of Interest Disclosure Form
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ALL-B GSP Agt Total Fee(03-2022)
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EXHIBIT A
SCOPE OF SERVICES
Service Agreement between City of Fresno
and Madaree Mason Center
PROGRAM DESCRIPTION
Marjaree Mason Center is proposing to set aside two rooms including 12 beds in the
Fresno Safe House to provide emergency shelter and critical support services to survivors
of domestic violence. Services will be provided by two Residential Advocates who will be
assigned to this project and are stationed in the safe house and available to provide 24/7
support. Clients are provided with caring and sensitive support from the moment they
make contact with the agency up to the point when they attain a safe exit from the Triage
Center. This approach to supporting survivors of domestic violence is essential in their
road to recovery and provides vital support while they transition from homelessness to
stability. The proposed program design detailed below explains the process, eligibility and
prioritization. The Marjaree Mason Center currently operates the emergency shelter and
all the staff necessary to provide Triage services, therefore, there is no start-up time
required to carry out the requested services.
TARGET POPULATIONS
Below are eligibility criteria for program services through the Marjaree Mason Center:
• Anyone fleeing domestic violence
Victim who is homeless and/or at risk of homelessness, without alternative living
resources (known as fleeing domestic violence).
■ Abuser is a current or ex-intimate partner (include same sex partner).
The Marjaree Mason Center's public administrative building, located at 1600 M Street, is
an access point for homeless individuals and families. Individuals and families are often
transported to the administration building by law enforcement, dropped off by family or
friends or walk in on their own. Referrals from the Fresno Madera Continuum of Care
(FMCoC)will also be accepted for assessment. In many cases men, women and children
arrive at the Center with little more than the clothes on their backs. Marjaree Mason
Center's Team is available 24 hours a day, 7 days a week to assist clients, facilitate
assessments and provide information and referrals for services. MMC practices a "no
wrong door" approach to offering services to ensure that everyone who comes to the
agency is provided with services that meet their specific needs whether they are fleeing
domestic violence or not.
Upon arriving at the administrative office, clients are escorted to a comfortable,
confidential, and quiet room. Within a couple of minutes, a Crisis Response Team
member meets with clients and administers an assessment to determine their level of
safety, eligibility for services and prioritization. During the assessment, the client and
advocate talk through what brought them to the Center and their current situation. Crisis
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Response Team Members keep the conversation from feeling like an integration, and
rather use a supportive tone of voice. If domestic violence is present, the Crisis Response
Team Member asks questions to assess severity and immediate safety needs. These
needs vary. Some clients will need safe housing and a restraining order due to ongoing
threats and fear and others may need new locks on their house doors and referrals to
services. Identifying needs can help advocates make the most appropriate referrals. In
addition to the assessment, a domestic violence lethality assessment and Homeless
Management Information System (HMIS) application to assess risk and prioritization for
homelessness and homicide or severe re-assault. If a client is eligible for program
services, they will be referred and transported to our shelter and will complete a VI-
SPDAT with a Residential Client Service Advocate within 24 hours of entry.
Due to re-traumatization, the Crisis Response Teamwork from a client center approach —
taking a non-authoritative approach, allowing clients to lead the discussion, and offering
numerous breaks to decompress. On average, crisis assessments take approximately an
hour and a half to complete. By the end of the assessment, clients — whether they are
fleeing domestic violence or not — will receive information and recommendations for
appropriate services and referrals to meet their immediate needs. For those who are not
fleeing domestic violence, a Crisis Response Team Member will complete a homeless
verification form with the client and connect them to the most appropriate local agencies.
With proper releases, Marjaree Mason Center's Crisis Response Team can personally
connect the client over the phone or in-person to these agencies to ensure they receive
the best care.
COORDINATION OF SERVICES
All triage and shelter services will be offered at Marjaree Mason Center's 137-bed safe
house. In order to protect client safety and confidentiality, the location of the safe house
cannot be shared. By California State law, it is a misdemeanor to reveal the location of a
domestic violence shelter. The facility used as a triage center is a permanent structure —
affixed to the ground and will remain on the land for the foreseeable future. The facility is
10,000+ square feet. The Marjaree Mason Center has control of the building for use as
triage shelter. The facility is within walking distance to bus stops, which can quickly
transport clients throughout Fresno. Clients are also offered bus passes/bus tokens for
public transportation as needed. There are no necessary facility improvements to
complete prior to the start of services. Clients have access to a wide variety of services
offered within the agency. However, when a client has needs that lie outside of MMC's
scope of work, MMC staff work closely with local agencies to provide a warm hand off for
additional support services. This includes obtaining appropriate confidentiality releases,
providing supporting information and documentation to the referred to agency and
remaining connected to clients while they engage in additional services.
DATA COLLECTION
The program will be a CES Access Site, creating an opportunity for each person
accessing shelter to be entered into CES through the administration of the Vulnerability
Index-Service Prioritization Decision Assistance Tool (VI-SPDAT).
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■ Service Provider is required to collect and report client-level data in accordance
with Housing and Urban Development (HUD) Office of Special Needs Assistance
Programs (SNAPS) Homeless Management Information System (HMIS) Data
Standards, to the local HMIS operated by the Housing Authorities of the City and
County of Fresno through a Memorandum of Understanding with the Fresno
Madera Continuum of Care or comparable databases are required for use by
providers of services for victims of domestic violence, as described in the Violence
Against Women Act (VAWA). Reporting into the HMIS database or allowed
comparable database is a requirement of State funding. Service Provider reporting
must be consistent in format and data element structure with the Fresno Housing
Authority HMIS Program Policies and Procedures Manual and the HUD HMIS Data
Standards and Data Dictionary current at the execution of this Agreement. The
comparable database will be maintained by the Service Provider and used to
collect data and report on outputs and outcomes as required by HUD.
TRIAGE CENTER
Marjaree Mason Center will provide 24-hour emergency shelter services to adults
experiencing homelessness, as well as their partners and pets, with low-barrier access
to individual accommodations with on-site, housing-focused services including diversion,
housing placement, connection to community resources, and stabilization of health
issues.
PROGRAM SERVICES AND DESIGN
Marjaree Mason Center will utilize a housing first approach to emergency shelter and
providing services to guests. If a family fleeing domestic violence is identified as eligible
for supportive housing services, they will be referred and transported to one of Marjaree
Mason centers shelters, where they complete a VI=SPDAT with a Residential Client
Service Advocate within 24 hours of entry. 12 shelter beds will be provided for those in
need of emergency shelter.
Immediately upon entering triage services, a client is connected with a case manager.
The first case management session occurs within 72 hours of entry to program. Case
management consists of five parts: assessment, treatment, planning, linking, advocacy,
and monitoring. During the first case management meeting, client needs and barriers to
safety and housing are assessed. A case plan with short-and long-term goals is
developed — with safe permanent housing being the goal for families. With proper
releases, the case manager makes appropriate Marjaree Mason Center and other local
referrals. This would include counseling, legal assistance, job training, employment
search, health care, etc. Case management sessions occur weekly. Every 30 days, the
case plan is re-evaluated and modified by the client and case manager to promote
success and progress towards a safe program exit. As the client approaches the
maximum length of stay (90 days), the case manager will discuss potential "next steps"
to attain a safe exit with the client. With proper releases from the client, the case manager
will make referrals and connections on behalf of the client (i.e. housing providers, job
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training, education, etc.). The case manager will also work with FMCoC Coordinated
Entry System to identify available housing and service options for
individuals and families.
LOW-BARRIER HOUSING
Marjaree Mason Center's services are delivered using a client-centered approach that
places client safety as the core focus of client case plans. Services do adhere to low-
barrier shelter principles. If there are safety concerns, modifications are made to ensure
that the agency provides the best services to victims fleeing domestic violence. The
following is a list of policies and procedures that MMC currently uses to adhere to low-
barrier best practices:
• Pets: The Marjaree Mason Center does not have the capacity to board client's pets
on-site. Instead, we utilize alternative pet boarding options to maintain low-barrier
standards; this includes collaborating with local pet service providers such as
SHARP, who can provide shelter for pets while clients reside in MMC's Safe
House. The SHARP Network is a program of Central California Animal Disaster
Team, which is a collaboration between domestic violence shelters, law
enforcement agencies, animal welfare organizations and veterinarians to assist
domestic violence clients with temporary housing options and care for their
companion. The purpose of these partnerships is to encourage and support
domestic violence survivors to leave their abusive relationship, take their pets with
them, and obtain help.
• Possessions: Many of our clients leave an abusive relationship with little to no
more than the clothes on their back. However, the Marjaree Mason Center
understands that some clients will bring possessions that they are emotionally
attached to or need (i.e., ADA accessible items, medical items, photo albums or
family heirlooms, or other personal possessions). Each client is provided with a
personal room key to keep all belongings safe. Upon exiting a housing program,
personal possessions can be held for up to 72 hours and with appropriate
arrangements made, can be held longer than 72 hours (case-by-case basis).
Partners: Due to the nature of intimate partner violence, the Marjaree Mason
Center will not simultaneously house survivors and their abusive partner at the
same location. However, in the event there is a current non-abusive partner that is
at risk, MMC can make exceptions to shelter partners together on a case-by-case
basis. The Marjaree Mason Center will connect the survivor's abusive partner to
other services or community resources to promote safety and support, as needed.
■ Absences: Upon entering any safe housing program, clients provide advocates
with an authorized emergency contact person in the event they do not return as
scheduled; however, they may choose not to provide an authorized emergency
contact. Clients may be absent for a maximum of 72 hours without contact and still
retain their spot. Clients are encourage to contact Marjaree Mason Center if they
plan to be gone for more than 24 hours. This is purely for safety reasons! If no
contact is made with Marjaree Mason Center, advocates will try to call the client or
may need to make contact with the authorized emergency contact. If a client is
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absent for more than 72 hours without contact, they can still reach out to their case
manager to be readmitted in the program.
• Mental Health: A client's mental health status does not determine eligibility in
programs. In rare situations, if a client has mental health issues that could become
dangerous to themselves or others, additional steps are taken to ensure the safety
of the client and others. Additional steps can include additional referrals to local
mental health service providers. If the client discusses mental health issues with
their case manager, they will talk through possible alternatives for treatment. All
decisions are made by the client.
Substance Use: Failing a drug test does not exclude a client from being eligible for
programs. In rare situations, if a client's substance use issues demonstrate they
are a possible danger to themselves or others, alternative steps are taken to
ensure the safety of the client and others. If the client discusses substance use
with their case manager, they will talk through possible alternatives for treatment.
All decisions are made by the client. Clients are not permitted to use or bring illicit
substances in the Safe House; should an incident occur, MMC works directly with
the client to resolve the issue; this can include a remedial measures plan. In rare
circumstances, clients may be removed from the premises.
® Children: MMC allows males and female dependents of adults. There is no age
limit for dependents. There have been cases of adult dependents (living with the
head of household) receiving shelter because the safety of the entire family is
threatened. Each family has their own room with a personal key so they do not
need to share personal space with others.
LGBTQ+: MMC offers safe housing services to everyone regardless of gender or
sexual orientation. Men, women, trans-men, trans-women and gender non-
conforming are housed in the same facility yet have a room to themselves. Clients
are not expected to participate in services to maintain eligibility in the program.
Case Managers let clients know of all available services at the Marjaree Mason Center
as well as services at other local agencies that may fit an individual or family's needs.
Clients are encouraged to utilize services that they feel they will benefit from — however,
they are not forced or mandated to participate.
All guests will receive the program safety guidelines upon entry and a staff member will
go over all policies with them and answer any questions. All reasonable efforts will be
made to ensure the safety and security of other guests and staff when admitting guests
that are intoxicated or exhibiting symptoms of serious mental illness. Use of harm
reduction strategies configured shelter space to accommodate households with different
service needs, and provide staff training on serving people using substances and/or with
mental illness. People exhibiting behaviors that pose a serious danger to themselves or
others may not be admitted.
Shelter will be provided regardless of sexual orientation, marital status, or gender
identification. The program will be low barrier with no requirements regarding income,
sobriety, or compliance with mental health treatment, and minimal rules in place, with the
majority of the rules pertaining to safety and security of guests. Guests may be absent for
a maximum of seventy-two (72) hours without contact and still retain their spot.
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Guests will be registered and agree to the services provided. Staff will prescreen guests
for potential Diversion services and if deemed eligible, refer immediately to a Diversion
program staff. Self-referrals will be accepted, FMCoC CES referrals and where
appropriate, Law Enforcement referrals. Clients referred to Marjaree Mason Center by
FMCoC CES will be accepted if vacancies are available.
Marjaree Mason Center will meet all of the minimum requirements for a Coordinated Entry
assessment site, including:
1. Having at least one (1) staff trained authorized to both use HMIS or comparable
database as required of State funding and conduct the assessment;
2. Adhering to CES policies and procedures for conducting assessments and
communicating about coordinated entry; and
3. Providing referrals to other community services and resources, as appropriate,
upon completion of the standardized assessment.
Marjaree Mason Center will be staffed 24 hours a day, 7 days a week and will maintain a
minimum staffing ratio of 1 staff to 20 guests for daytime hours.
Marjaree Mason Center will provide the following services:
1. Emergency Shelter: Marjaree Mason Center will operate 12 emergency shelter
beds at a single location for anyone fleeing domestic violence experiencing
homelessness in City of Fresno. Basic shelter services provided include meals.
The target length of stay will be 90 days, however, due to the housing shortages
in the community, Marajaree Mason Center may approve an extension up to 120
days with written notification to the City within seven (7) days of extension
approval.
2. Case Management: Marjaree Mason Center will provide intensive case
management services that focus on helping participants develop a housing plan
and overcome barriers to attaining permanent housing. Participants that have been
connected to a permanent housing intervention will be referred to a Bridge Housing
program to prepare to enter permanent housing.
3. Housing Search and Placement: Marjaree Mason Center will provide services and
activities necessary to assist program participants in locating, obtaining, and
retaining safe permanent housing.
4. Diversion Pre-Screening: Marjaree Mason Center will assess all people who are
present for homeless services at Marjaree Mason Center for potential Diversion
services.
5. Stabilizing Health Intervention: Marjaree Mason Center will provide services for
stabilization of client health issues, including substance use and mental health
disorders.
STAFFING
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All staff have completed California Certified 40-hour Domestic Violence Counselor
Training, as well as various supplemental agency staff trainings and community trainings
to enhance service delivery and cultural responsiveness, including Trauma Informed Care
training. The Marjaree Mason Center housing program staff have also attended Homeless
Management Information System (HMIS) and Vulnerability Index — Service Prioritization
Decision Assistance Tool (VI-SPDAT)trainings. Select housing managers are also active
in the Fresno/Madera Continuum of Care Coordinated Entry System (CES) committee.
In the event that we need to add additional staff, MMC has cross-trained direct services
staff so that gaps can be filled as needed.
MARJAREE MASON CENTER staffing as follows:
2 FTE Residential Client Services Advocate
PERSONNEL DETAIL
2 FTE Residential Client Services Advocate. The Residential Team Member will address
client needs at the Emergency Shelter; assessing clients for entrance into the Emergency
shelter; assisting clients in adherence to program guidelines; providing peer counseling;
working with clients to ensure a safe, secure, healthy shelter environment.
MARJAREE MASON CENTER will be staffed 24-hours a day and guests will not be
required to leave the facility for any portion of the day.
REFERRAL AND ASSESSMENT
Referrals will come from self-referrals, the Coordinated Entry System (CES), Fresno
Madera Continuum of Care (FMCoD), or law enforcement, with priority given to CES
referrals. In the event the number of referrals exceeds the number of available beds,
every effort will be made to transport those that cannot be accommodated to another
funded triage center or emergency shelter in the community. If there are no other triage
center or emergency shelter beds available, referrals will be prioritized similarly to the
criteria used by CES. If available, VI-SPDAT score, length of homelessness and any
medical condition or equipment requiring immediate access to shelter will all be
considered to determine how to prioritize referrals if there are not enough available beds.
Anyone who cannot be accommodated will be encouraged to follow up the following day
so that it can be determined if Marjaree Mason Center or another community program
can provide shelter.
Marjaree Mason Center will assess each referral for eligibility upon arrival. The following
criteria will be used to determine eligibility for client entry:
• All guests must meet the HUD definition of literal homelessness by most recently
residing in a place not meant for human habitation.
All guests will receive a pre-screening for diversion services to determine if
diversion is a more appropriate intervention. Anyone deemed eligible for diversion
services will be immediately referred to the funded Diversion Services provider.
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• Anyone exhibiting behavior that threatens the safety of themselves or others will
not be admitted. In the event that someone is in need of an ambulance or
assessment for medical or mental health emergency intervention, Marjaree Mason
Center staff will call emergency services on their behalf.
• Upon determination of program eligibility, all guests will be registered and will sign
a participation agreement that outlines the program policies and their agreement
to the services provided by Marjaree Mason Center.
• Each guest will be allowed one pet, which will be either housed in a kennel on the
property or with them in their room, depending on guest composition at the time.
There will be adequate space to accommodate pets either outside or within the
facility.
PERFORMANCE GOALSIOUTCOMES
Marjaree Mason Center is proposing to prevent the harmful effects of homelessness for
families fleeing domestic violence by: (1) Identifying safety needs and providing
immediate, confidential shelter families fleeing domestic violence, and (2) providing
essential supportive services to families affected by domestic violence so they can move
towards securing stability and permanent housing. Funding awarded through this
program will support two rooms located in Marjaree Mason Center's Fresno Safe house
which will be allocated/designated for this proposed program. 10 families (including 25
adults and children) fleeing domestic violence will be provided crisis
support/assessment/coordination, emergency shelter, and supportive services. The
following include the proposed outcomes for services through this program during the
funding period:
a 10 families will complete crisis assessment to access housing and supportive
service needs.
80% of adults and children will be connected to a safe exit from the program (i.e.,
rental with or without subsidy, permanent shared living arrangement with family or
friends, bridge or transitional housing, or other emergency shelter housing
programs, drug treatment facility, or psychiatric treatment facility, etc).
a 12 individuals (6 Adults and 6 Children) will exit the project to permanent housing.
7 Adults and children will be referred to local Bridge housing services.
0 75% of families will self-report (in exit surveys) that project services met their
needs, staff treated them with dignity and respect, and they know more way to plan
for their safety/access community resources.
0 90% bed occupancy rate; 10 % bed availability rate
0 Within 90 days of entry, clients will become permanently housed or attain a safe
exit.
Marjaree Mason Center collects client data using the agency's secure database Apricot
Social Solutions. Once connected to MMC, each client is assigned a unique profile in
Apricot where a variety of information is collected including (but not limited to):
demographics, service utilization, referrals, assessments and program participation. Staff
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members collect data using iPads and update client profiles daily. Reports can be easily
generated in real time.
In order to ensure contract compliance and monitor agency programs, MMC's Data
Analyst routinely pulls and analyzes reports which are disseminated to leaders monthly
for review. The reports are then used to determine program successes and identify any
gaps that may be present. If gaps are identified, additional information is collected, and
programmatic adjustments can be made. Upon exiting the Fresno Safe House program,
clients have the opportunity to complete surveys evaluating the services they or their
family received. These surveys are regularly reviewed by MMC's leadership team and
are used to measure program effectiveness, make informed programming decisions, and
improve project management.
OTHER REQUIREMENTS
REPORTING
• MARJAREE MASON CENTER will provide a client census, including unique client
ID, client demographic data, date of program entry and exit, and exit destinations
on a monthly basis.
• MARJAREE MASON CENTER will provide a cumulative program performance
report on a quarterly basis, beginning October 1, 2023.
• MARJAREE MASON CENTER will provide a bi-annual report on client housing
stability, reflecting whether clients that exited to permanent housing remain housed
after 6 months. Data may be drawn from HMIS or collected from the clients directly.
MEETINGS
Service Provider shall meet with City not less than quarterly to discuss the status of the
management, operation, and service coordination of the Property and Project (Meetings).
It is agreed that Meetings may be conducted via a digital platform, unless otherwise
requested by City. Upon the request of the City and upon reasonable advance written
notice, Service Provider shall arrange to meet City and or City's Representative at the
Property.
BUDGET DETAILS
Marjaree Mason Center Family Services Budget Summary:
100. Salaries $83,062.00
150. Payroll Taxes $ 6,354.00
200. Benefits $ 8,020.00
400. Insurance $ 3,322.00
450. Communication $ 672.00
550. Equipment $ 360.00
650. Program Supplies $ 200.00
850. Utilities $ 1,740.00
900. Maintenance $ 1,200.00
1100. Indirect Costs $ 5,237.00
Grand Total $ 110,167.00
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A. Salaries (100)
Residential Client Services Advocate: 2 FTE @ $3,460.92/month x 12 months = $83,062
The Residential Team Member will address client needs at the Emergency Shelter;
assessing clients for entrance into the Emergency Shelter; assisting clients in adherence
to program guidelines; providing peer counseling; working with clients to ensure a safe,
secure, healthy shelter environment.
Total Salaries: $83,062
B: Payroll Taxes (150) - 7.65% x $83,062 = $6,354
C: Health Insurance (200) — 9.655% x $83,032 = $8,020
Total Salaries and Benefits: $97,436
D. Insurance (0400) —Workers' compensation Insurance ($83,062 x 4%) $3,322
E. Communication (0450) $672
Partial monthly telephone and internet expenses ($56/month x 12 months)
F. Equipment (0550) — Partial Costs of Copiers and Printer Leases for Fresno Shelter.
($30/month x 12 months) $360
H. Program Supplies (0650)
Program supplies include cleaning supplies, paper goods, laundry supplies, bedding and
personal care items used at the Emergency Safe House.
$16.67/month x 12 months. $200
I. Utilities (0850)
Monthly utility charges including electricity, gas, water. $145/month x 12 months $ 1,740
J. Maintenance (0900)
Minor repairs and maintenance of shelter. $100/month x 12 months $1,200
K. Indirect Costs (1100)
Include personnel expenses that do not work directly with clients on a consistent basis.
$436.42/month x 12 months (5% of direct costs) $5,237
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EXHIBIT B
INSURANCE REQUIREMENTS
Service Agreement between City of Fresno (City)
and TURING POINT OF CENTRAL CALIFORNIA (Service Provider)
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. The most current version of Insurance Services Office (ISO) Commercial
General Liability Coverage Form CG 00 01, providing liability coverage
arising out of your business operations. The Commercial General Liability
policy shall be written on an occurrence form and shall provide coverage for
"bodily injury," "property damage" and "personal and advertising injury" with
coverage for premises and operations (including the use of owned and non-
owned equipment), products and completed operations, and contractual
liability (including, without limitation, indemnity obligations under the
Agreement) with limits of liability not less than those set forth under
"Minimum Limits of Insurance."
2. The most current version of ISO Auto Coverage Form CA 00 01, providing
liability coverage arising out of the ownership, maintenance or use of
automobiles in the course of your business operations. The Automobile
Policy shall be written on an occurrence form and shall provide coverage
for all owned, hired, and non-owned automobiles or other licensed vehicles
(Code 1- Any Auto).
3. Workers' Compensation insurance as required by the State of California
and Employer's Liability Insurance.
4. Professional Liability (Abuse & Molestation) Insurance that insures against
liability arising out of the bodily injury, personal injury, and third-party
property damage occurring because of the wrongful or negligent acts
attributable to the institution. This coverage should protect against a wide
range of potential claims, including but not limited to athletics, alcohol,
assault, verbal or physical abuse, campus crime, sexual molestation and
other sexual misconducts.
MINIMUM LIMITS OF INSURANCE
SERVICE PROVIDER, or any party the SERVICE PROVIDER subcontracts with, shall
maintain limits of liability of not less than those set forth below. However, insurance limits
available to CITY, its officers, officials, employees, agents and volunteers as additional
insureds, shall be the greater of the minimum limits specified herein or the full limit of any
insurance proceeds available to the named insured:
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage;
(ii) $1,000,000 per occurrence for personal and advertising injury;
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(iii) $2,000,000 aggregate for products and completed operations; and,
(iv) $2,000,000 general aggregate applying separately to the work
performed under the Agreement.
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.
3. WORKERS' COMPENSATION INSURANCE as required by the State of
California with statutory limits.
4. EMPLOYER'S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
5. Professional Liability (Abuse & Molestation):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
UMBRELLA OR EXCESS INSURANCE
In the event SERVICE PROVIDER purchases an Umbrella or Excess insurance
policy(ies) to meet the "Minimum Limits of Insurance," this insurance policy(ies) shall
"follow form" and afford no less coverage than the primary insurance policy(ies). In
addition, such Umbrella or Excess insurance policy(ies) shall also apply on a primary and
non-contributory basis for the benefit of the CITY, its officers, officials, employees, agents
and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
SERVICE PROVIDER shall be responsible for payment of any deductibles contained in
any insurance policy(ies) required herein and SERVICE PROVIDER shall also be
responsible for payment of any self-insured retentions. Any deductibles or self-insured
retentions must be declared to on the Certificate of Insurance, and approved by, the
CITY'S Risk Manager or his/her designee. At the option of the CITY'S Risk Manager or
his/her designee, either:
(i) The insurer shall reduce or eliminate such deductibles or self-insured
retentions as respects CITY, its officers, officials, employees, agents
and volunteers; or
(ii) SERVICE PROVIDER shall provide a financial guarantee,
satisfactory to CITY'S Risk Manager or his/her designee,
guaranteeing payment of losses and related investigations, claim
administration and defense expenses. At no time shall CITY be
responsible for the payment of any deductibles or self-insured
retentions.
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OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The General Liability and Automobile Liability insurance policies are to contain, or be
endorsed to contain, the following provisions:
1. CITY, its officers, officials, employees, agents and volunteers are to be
covered as additional insureds. SERVICE PROVIDER shall establish
additional insured status for the City and for all operations by use of ISO
Form CG 20 10 04 13 or CG 20 26 04 13 or by an executed manuscript
insurance company endorsement providing additional insured status as
broad as that contained in ISO Form CG 20 10 04 13 or CG 20 26 04 13.
2. The coverage shall contain no special limitations on the scope of protection
afforded to CITY, its officers, officials, employees, agents and volunteers.
Any available insurance proceeds in excess of the specified minimum limits
and coverage shall be available to the Additional Insured.
3. For any claims relating to this Agreement, SERVICE PROVIDER'S
insurance coverage shall be primary insurance with respect to the CITY, its
officers, officials, employees, agents and volunteers. Any insurance or self-
insurance maintained by the CITY, its officers, officials, employees, agents
and volunteers shall be excess of SERVICE PROVIDER'S insurance and
shall not contribute with it. SERVICE PROVIDER shall establish primary
and non-contributory status by using ISO Form CG 20 01 04 13 or by an
executed manuscript insurance company endorsement that provides
primary and non-contributory status as broad as that contained in ISO Form
CG 20 01 04 13.
4. Should any of these policies provide that the defense costs are paid within
the Limits of Liability, thereby reducing the available limits by defense costs,
then the requirement for the Limits of Liability of these polices will be twice
the above stated limits.
The Workers'Com ensation insurance olic is to contain, or be endorsed to contain, the
following provision: SERVICE PROVIDER and its insurer shall waive any right of
subrogation against CITY, its officers, officials, employees, agents and volunteers.
If the Professional Liability Abuse & Molestration insurance volicy is written on a claims-
made form:
1. The retroactive date must be shown, and must be before the effective date
of the Agreement or the commencement of work by SERVICE PROVIDER.
2. Insurance must be maintained and evidence of insurance must be provided
for at least five (5) years after completion of the Agreement work or
termination of the Agreement, whichever occurs first, or, in the alternative,
the policy shall be endorsed to provide not less than a five (5)year discovery
period.
3. If coverage is canceled or non-renewed, and not replaced with another
claims-made policy form with a retroactive date prior to the effective date of
the Agreement or the commencement of work by SERVICE PROVIDER,
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SERVICE PROVIDER must purchase "extended reporting" coverage for a
minimum of five (5) years completion of the Agreement work or termination
of the Agreement, whichever occurs first.
4. A copy of the claims reporting requirements must be submitted to CITY for
review.
5. These requirements shall survive expiration or termination of the
Agreement.
All policies of insurance required herein shall be endorsed to provide that the coverage
shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty
(30) calendar days written notice by certified mail, return receipt requested, has been
given to CITY. SERVICE PROVIDER is also responsible for providing written notice to
the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or
agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits,
SERVICE PROVIDER shall furnish CITY with a new certificate and applicable
endorsements for such policy(ies). In the event any policy is due to expire during the
work to be performed for CITY, SERVICE PROVIDER shall provide a new certificate, and
applicable endorsements, evidencing renewal of such policy not less than fifteen (15)
calendar days prior to the expiration date of the expiring policy.
Should any of the required policies provide that the defense costs are paid within the
Limits of Liability, thereby reducing the available limits by any defense costs, then the
requirement for the Limits of Liability of these polices will be twice the above stated limits.
The fact that insurance is obtained by SERVICE PROVIDER shall not be deemed to
release or diminish the liability of SERVICE PROVIDER, including, without limitation,
liability under the indemnity provisions of this Agreement. The policy limits do not act as
a limitation upon the amount of indemnification to be provided by SERVICE PROVIDER.
Approval or purchase of any insurance contracts or policies shall in no way relieve from
liability nor limit the liability of SERVICE PROVIDER, its principals, officers, agents,
employees, persons under the supervision of SERVICE PROVIDER, vendors, suppliers,
invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or
indirectly by any of them.
VERIFICATION OF COVERAGE
SERVICE PROVIDER shall furnish CITY with all certificate(s) and applicable
endorsements effecting coverage required hereunder. All certificates and applicable
endorsements are to be received and approved by the CITY'S Risk Manager or his/her
designee prior to CITY'S execution of the Agreement and before work commences. All
non-ISO endorsements amending policy coverage shall be executed by a licensed and
authorized agent or broker. Upon request of CITY, SERVICE PROVIDER shall
immediately furnish City with a complete copy of any insurance policy required under this
Agreement, including all endorsements, with said copy certified by the underwriter to be
a true and correct copy of the original policy. This requirement shall survive expiration or
termination of this Agreement.
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SUBCONTRACTORS - If SERVICE PROVIDER subcontracts any or all of the services
to be performed under this Agreement, SERVICE PROVIDER shall require, at the
discretion of the CITY Risk Manager or designee, subcontractor(s) to enter into a
separate Side Agreement with the City to provide required indemnification and insurance
protection. Any required Side Agreement(s) and associated insurance documents for the
subcontractor must be reviewed and preapproved by CITY Risk Manager or designee. If
no Side Agreement is required, SERVICE PROVIDER will be solely responsible for
ensuring that it's subcontractors maintain insurance coverage at levels no less than those
required by applicable law and is customary in the relevant industry.
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EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
MARJAREE MASON CENTER
YES* NO
1 Are you currently in litigation with the City of Fresno or any of its
Jagents?
2 Do you represent any firm, organization, or person who is in litigation Q
with the City of Fresno?
3 Do you currently represent or perform work for any clients who do El
business with the City of Fresno?
4 _ Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with the City
of Fresno, or in a business which is in litigation with the City of
Fresno?
5 i Are you or any of your principals, managers, or professionals,
related by blood or marriage to any City of Fresno employee who
has any significant role in the subject matter of this service?
6 Do you or any of your subcontractors have, or expect to have, any
interest, direct or indirect, in any other contract in connection with
this Project? _
* If the answer to any question is yes, please explain in full below.
Explanation:
Signature
Date
— N I Ca
Name
Compa
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Address q� J
Additional page(s) attached. cvnu �A
City, State, Zlp