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2024 - LATI.pdfCity of Gilroy Agreement/Contract Tracking Today’s Date: February 14, 2024 Your Name: Trish Vigil Contract Type: Services over $5k - Consultant Phone Number: 846-0316 Contract Effective Date: (Date contract goes into effect) 1/1/2024 Contract Expiration Date: 12/31/2025 Contractor / Consultant Name: (if an individual’s name, format as last name, first name) Living Above The Influence (LATI) Contract Subject: (no more than 100 characters) Youth Support Specialist for the Restorative Justice Youth Diversion Program Contract Amount: (Total Amount of contract. If no amount, leave blank) 47160 By submitting this form, I confirm this information is complete: Date of Contract Contractor/Consultant name and complete address Terms of the agreement (start date, completion date or “until project completion”, cap of compensation to be paid) Scope of Services, Terms of Payment, Milestone Schedule and exhibit(s) attached Taxpayer ID or Social Security # and Contractors License # if applicable Contractor/Consultant signer’s name and title City Administrator or Department Head Name, City Clerk (Attest), City Attorney (Approved as to Form) Routing Steps for Electronic Signature Risk Manager City Attorney Approval As to Form City Administrator or Department Head City Clerk Attestation DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 TYPE OF PROCURMENT DOLLAR THRESHOLD / SIGNING AUTHORITY STAFF LEVEL DEPARTMENT HEAD CITY ADMINISTRATOR COUNCIL APPROVAL $0-$999.99 $1,000-$49,999.99 $50,000-$99,999.99 $100,000-Above EQUIPMENT /SUPPLIES/ MATERIALS Furniture, hoses, parts, pipe manholes, office supplies, fuel, tools, PPE items, etc…  Vendor selection at discretion of staff Payment Method Purchase Card or Payment Request (if vendor does not accept credit cards)  Informal bid/quotation – 3 quotes (verbal or written)  Purchasing Summary form w/ Purchasing Approval  Purchase Requisition Payment Method Purchase Order*  Informal bid/quotation – 3 written quotes  Purchasing Summary form w/ City Administrator Approval  Purchase Requisition Payment Method Purchase Order  Formal Bid  Advertisement  Council Approval  Purchase Requisition signed by City Administrator Payment Method Purchase Order GENERAL SERVICES Janitorial, landscape maintenance, equipment repair, installation, graffiti abatement, service inspections, uniform cleaning, etc…  Vendor selection at discretion of staff  May require insurance documents depending on scope/ nature of work Payment Method Purchase Card (if incorporated) Signed Payment Request (if sole proprietor or partner)  Informal bid/quotation – 3 quotes (verbal or written)  Purchasing Summary form w/ Department Head Approval  Standard Agreement  Purchase Requisition Payment Method Purchase Order*  Informal Bid/RFP quotation – 3 written quotes  Purchasing Summary form w/ City Administrator Approval  Standard Agreement  Purchase Requisition Payment Method Purchase Order  Formal Bid/RFP/RFQ  Advertisement  Council Approval  Standard Agreement  Purchase Requisition Payment Method Purchase Order PROFESSIONAL SERVICES Consultants, architects, designers, auditors, etc...  Vendor selection at the discretion of staff  Purchase Summary Form w/ Purchasing Approval  Standard Agreement signed by Department Head  Purchase Requisition Payment Method Purchase Order  RFP/RFQ to at least 3 consultants  Purchase Summary Form w/ Department Head Approval  Standard Agreement  Purchase Requisition Payment Method Purchase Order  RFP/RFQ to a list of consultants  Evaluation Spreadsheet w/ City Administrator Approval  Standard Agreement  Purchase Requisition Payment Method Purchase Order  Formal RFP/RFQ  Advertisement  Council Approval  Standard Agreement signed by City Administrator  Purchase Requisition Payment Method Purchase Order DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 3/12/2024 Acrisure Partners West Coast Insurance Services,LLC 1950 W Corporate Way #1 Anaheim CA 92801 Shannon Gwinn 408-842-2131 408-842-0867 sgwinn@acrisure.com License#:0K07568 Nonprofits Insurance Alliance of California LIVIABO-01 Living Above the Influence PO Box 190 Morgan Hill CA 95038 1558895872 A X 1,000,000 X 500,000 20,000 1,000,000 2,000,000 X Y Y 2023-76509 12/7/2023 12/7/2024 2,000,000 A 1,000,000 X X 2023-76509 3/11/2024 12/7/2024 A Social Service Professional Liab Improper Sexual Conduct Liability 2023-76509 12/7/2023 12/7/2024 $2,000,000 $1,000,000 Limit Limit Service Agreement:Youth Support Specialist for the South County Youth Task Force Restorative Justice Youth Diversion Program City of Gilroy,its officers,officials and employees are named as an additional insured,per the attached endorsement. City of Gilroy,its officers, officials and employees 7351 Rosanna Street Gilroy CA 95020 DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 POLICY NUMBER:COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – DESIGNATED PERSON OR ORGANIZATION CG 20 26 12 19 2023-76509 Named Insured:Living Above the Influence City of Gilroy, its officers, officials and employees Name Of Additional Insured Person(s) Or Organization(s): SCHEDULE COMMERCIAL GENERAL LIABILITY COVERAGE PART This endorsement modifies insurance provided under the following: Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1.In the performance of your ongoing operations; or 2.In connection with your premises owned by or rented to you. However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. A.B.With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services Office, Inc., 2012 Page 1 of 1CG 20 26 12 19 DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 LATI PO Box 190 Morgan Hill CA, 95038 408-390-9012 ID: 82-4917245 February 5, 2024 City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 Workers Compensation Exemption, State of California To whom it may concern, This letter is to certify that Living Above The Influence a 501c3 non-profit organization is exempt from worker compensation Insurance. I certify that I do not have any employees and per State of CA Living Above The Influence is exempt from carrying Workers Compensation. Feel free to reach out to me directly with any questions. Dori Ann Prado Executive Director Living Above The Influence doriannprado@gmail.com 408-390-9012 Dori Ann Prado DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -1- 4835-2267-0361v1 LAC\04706083 AGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 1 day of January, 2024, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Living Above the Influence, having a principal place of business at (mailing address) LATI PO BOX 190 Morgan Hill CA 95038 and (program address) 17000 Monterey Rd Morgan Hill CA 95037. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on January 1, 2024 and will continue in effect through December 31, 2025 unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall terminate this Agreement regardless of any other provision stated herein. ______ Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY’S employees, including, without limitation, disability or unemployment insurance, workers’ compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit “A” (“Specific Provisions”) and Exhibit “B” (“Scope of Services”), within the time periods described in Exhibit “C” (“Milestone Schedule”). DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -2- 4835-2267-0361v1 LAC\04706083 B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above-described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT’S services. C. Employment of Assistants CONSULTANT may, at the CONSULTANT’S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT’S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT’S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit “D” (“Payment Schedule”). In no event however shall the total compensation paid to CONSULTANT exceed $47,160. B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit “D”. No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -3- 4835-2267-0361v1 LAC\04706083 D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT’S costs of doing business. ARTICLE 5. OBLIGATIONS OF CONSULTANT A. Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers’ Compensation CONSULTANT agrees to provide workers’ compensation insurance for CONSULTANT’S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys’ fees, arising out of any injury, disability, or death of any of CONSULTANT’S employees. C. Indemnification of Liability, Duty to Defend 1. As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -4- 4835-2267-0361v1 LAC\04706083 Insurance on a per occurrence basis, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements set forth below. Professional Liability Insurance written on a claims made basis (including without limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called “extended reporting” or “tail” coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work. As a condition precedent to CITY’S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY’S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that:  CITY will not withhold FICA (Social Security) from CONSULTANT’S payments;  CITY will not make state or federal unemployment insurance contributions on CONSULTANT’S behalf;  CITY will not withhold state or federal income tax from payment to CONSULTANT;  CITY will not make disability insurance contributions on behalf of CONSULTANT;  CITY will not obtain workers’ compensation insurance on behalf of CONSULTANT. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -5- 4835-2267-0361v1 LAC\04706083 ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT’S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT’S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of Consultant’s Business/ Death of Consultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT’s business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY’ receipt of such notice of sale. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY’S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT’S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT’S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C” which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT’S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -6- 4835-2267-0361v1 LAC\04706083 may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT’S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTA NT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT’s duties by any new consultant hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 (“the Act”) in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys’ fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. C. Attorneys’ Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -7- 4835-2267-0361v1 LAC\04706083 attorneys’ fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -8- 4835-2267-0361v1 LAC\04706083 H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit “A”, Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: Living Above the Influence (LATI) CITY OF GILROY By: By: Name: Dori Prado Name: Pedro Espinoza Title: Executive Director Title: Police Chief, City of Gilroy Social Security or Taxpayer Identification Number 82-4917245 DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -9- 4835-2267-0361v1 LAC\04706083 Approved as to Form ATTEST: City Attorney City Clerk DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “A” SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit “B”, Scope of Services (“Services”). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Dori Prado, Executive Director , who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written “Notice to Proceed”, which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Sandra Cruz, South County Youth Task Force Coordinator shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. (“Notices”) of this Exhibit “A”. B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit “C”. IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -2- 4835-2267-0361v1 LAC\04706083 Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT’S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY’S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULTANT’S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY’s offices within five (5) business days after CITY’s request. D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -3- 4835-2267-0361v1 LAC\04706083 other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT’S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY’S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. E. NO PLEDGING OF CITY’S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit “A”. CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. H. NOTICES. Notices are to be sent as follows: CITY: Sandra Cruz, SCYTF Coordinator City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -4- 4835-2267-0361v1 LAC\04706083 CONSULTANT: Dori Prado, Executive Director Living Above the Influence (LATI) PO Box 190 Morgan Hill CA 95038 Program Address: 1700 Monterey Road, Morgan Hill CA 95037 I. FEDERAL FUNDING REQUIREMENTS. If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply. If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONSULTANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “B” SCOPE OF SERVICES CONSULTANT Living Above the Influence (LATI) shall perform the following services that pertain to the Diversion Program Youth Support Specialist (YSS) for the Project II THRIVE (Transformation and Hope, Resiliency, Integrity, Voice & Engagement) South County Restorative Justice Youth Diversion Program (RJYDP), a programmatic initiative which aims to support youth and families through a restorative justice framework while improving public and youth safet y by reducing youth-led citation and violence within South Santa Clara County. This prorgam is funded by the Title II Grant for three (3) calendar years beginning January 1, 2023 to December 31, 2025. This YSS program role runs for two years between January 1, 2024 to December 31, 2025. All services to be rendered by December 31, 2025. PROGRAM REVIEW: The Project II THRIVE RJYDP provides an opportunity for South Santa Clara County youth who engage in alleged harmful or citable conduct to come together with impacted community members and collectively address the incident as a circle, while supporting and respecting youth as valuable community members. Completion of the voluntary program diverts youth away from the Juvenile Justice System by striving to decrease historical and systematic inequities and barriers by removing the citation. This program is also meant to provide local supports that youth and families feel they need to heal and thrive, while shifting the law enforcement and juvenile justice system away from first time citations of specific offenses. Based on Restorative Justice (RJ) framework, RJYDP operates through a trauma-informed lens and seeks to address root causes of harmful behaviors through program milestones. Youth voice alongside local community will create solutions needed to cultivate positive opportunities and pathways. By way of the Title II grant funded, the pilot program will expand the number of youth/families served and expand referring agency capacity. CONSULTANT Living Above the Influence shall complete the following services: a. Conduct intake interviews for youth referred to the Diversion Program using evidence-based practices and a trauma-informed lens. b. Conduct outreach, linkage to support/services, and family engagement for youth in the Diversion Program. c. Prepare for and participate in Restorative Justice Circles based on youth and family needs. d. Administer pre and post participation surveys. e. Support the City of Gilroy Diversion Program Coordinator with data collection from intakes and pre and post surveys. f. Attend Diversion Program meetings and trainings. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -2- 4835-2267-0361v1 LAC\04706083 g. Serve aproximately 3 clients per month. Vendor will be compensated per youth referral intake. Vendor can expect approximately 3-6 hours per youth, to include preparation, travel time, intake interviews, and participation in and for the RJ Circle. DATA COLLECTION: The CONSULTANT will complete the following data-related services: a. Maintain forms to help with data tracking and any additional reporting necessary for program evaluation. Required reporting data and submit it to the City of Gilroy (City) by the 10th day of the follwing quarter of services. b. CONSULTANT will complete a monthly narrative (template provided by CITY). 3. PROJECT BOOKS AND RECORDS: The CONSULTANT shall establish an official file for the project. The file shall contain adequate documentation of all actions taken with respect to the project, including copies of this Agreement, approved program/budget modifications, financial records, programmatic information and required reports. These records shall be maintained for a minimum of three (3) years after the acceptance of the final grant project audit under the Grant Agreement and shall be subject to examination and/or audit by CITY, BSCC or designees, state government auditors or designees, or by federal government auditors or designees. a. The CONSULTANT will maintain adequate fiscal and project books, records, documents, and other evidence pertinent to the work on the project in accordance with generally accepted accounting principles. Adequate supporting documentation shall be maintained in such detail so as to permit tracing transactions from the invoices and payments to the accounting records, to the supporting documentation. b. The CONSULTANT shall establish separate accounting records and maintain documents and other evidence sufficient to properly reflect the amount, receipt, and disposition of all program funds, including grant funds and any matching funds by CONSULTANT. Source documentation to be kept and filed includes copies of all approved modifications, financial records, and progress reports. c. Personnel and payroll records shall include the time and attendance reports for all individuals reimbursed under the Title II grant, whether they are employed full-time or part-time, and submitted along with invoice and reports to the City. d. The CONSULTANT shall maintain documentation of donated goods and/or services, including the basis for valuation. e. The CONSULTANT agrees to protect records adequately from fire or other damage. When records are stored away from the CONSULTANT’s principal office, a written index of the location of records stored must be on hand and ready access must be assured. f. Access to Books and Records: The CONSULTANT will make such books, records, supporting documentations, and other evidence available to the City and BSCC or designee, the State Controller’s Office, the Department of General Services, the Department of Finance, California State Auditor, and their designated representatives during the course of the project and for a minimum of three (3) years after acceptance of the final grant project audit. The Subcontractor DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -3- 4835-2267-0361v1 LAC\04706083 shall provide suitable facilities for access, monitoring, inspection, and copying of books and records related to the grant-funded project. g. All CONSULTANT records relevant to the program must be preserved a minimum of three (3) years after closeout of the grant project and shall be subject at all reasonable times to inspection, examination, monitoring, copying, excerpting, transcribing, and auditing by the BSCC or designees. If any litigation, claim, negotiation, audit, or other action involving the records has been started before the expiration of the three (3) year period, the records must be retained until the completion of the action and resolution of all issues which arise from it or until the end of the regular three (3) year period, whichever is later. 4. AUDIT: The CONSULTANT must be prepared to complete an annual audit by the BSCC for each fiscal year/audit period, or fraction thereof, for the entire three-year grant cycle. a. CONSULTANT agrees that the CITY, the awarding department of BSCC, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. CONSULTANT agrees to maintain such records for possible audit for a minimum of three (3) years after final payment unless a longer period of records retention is stipulated. CONSULTANT agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, CONSULTANT agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code §10115 et seq., CCR Title 2, Section 1896). 5. CONSULTANT’S GENERAL RESPONSIBILITY: The CONSULTANT agrees to comply with all terms and conditions of this Service Agreement. a. The CONSULTANT is responsible for the performance of all project activities identified in this Scope of Work. b. The CONSULTANT shall immediately advise the City of any significant problems or changes that arise during the course of the project through the monthly Narrative Report and via monthly check-in meetings. 6. MODIFICATIONS: No change or modification in the project will be permitted without prior written approval from the BSCC, and therefore the City. The City will request changes to BSCC and communicate to the CONSULTANT. Request for changes may include modification to project scope, changes to performance measures, compliance with collection of data elements, and other significant changes in the budget or program components contained in this Service Agreement which is based on the Application for Funding the City submitted to BSCC. Changes shall not be implemented b y the project until authorized by the BSCC and the City will authorize the CONSULTANT when those changes can or cannot be implemented. 7. REQUIREMENT TO REPORT POTENTIALLY DUPLICATIVE FUNDING: If The CONSULTANT currently has other active awards of local or federal funds, or if the CONSULTANT receives any other award of local or federal funds during the period of performance for this award, the CONSULTANT promptly must determine whether funds from DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -4- 4835-2267-0361v1 LAC\04706083 any of those other local or federal awards have been, are b eing, or are to be used (in whole or in part) for one or more of the identical cost items for which funds are provided under this award. If so, the recipient must promptly notify the City in writing of the potential duplication, and, if so requested by the City, must seek a budget-modification or change-of-project-scope grant adjustment notice (GAN) to eliminate any inappropriate duplication of funding. 8. TERMINATION FOR CAUSE: The City may terminate the Service Agreement and be relieved of any payments should the CONSULTANT fail to perform the requirements of this Service Agreement at the time and in the manner herein provided. In the event of such termination the City may proceed with the work in any manner deemed proper by the City, as per notification b y the State. All costs to the City shall be deducted from any sum due the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand. 9. NON-DISCRIMINATION CLAUSE: During the performance of this Service Agreement, the CONSULTANT shall not deny the Agreement services and benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. CONSULTANT shall ensure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. CONSULTANT and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12900 et seq.), the regulations promulgated thereunder (Cal. Code Regs., tit. 2, §11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code §§11135-11139.5), and the regulations or standards adopted by the awarding state agency to implement such article. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the awarding state agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of it s books, records, accounts, and all other sources of information and its facilities as said Department or Agency shall require ascertaining compliance with this clause. CONSULTANT shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (See Cal. Code Regs., tit. 2, §11105.) a. The CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement. 10. Transport of Youth: Transportation can only occur after all necessary insurance(s) have been completed and insurances and waivers meet all necessary insurance guidelines. One-to-one driving is not allowed. The CONSULTANT and youth in transport must be of the same gender, or there may be another staff member in the car of the opposite gender. This may include City staff. A guardian/parental permission slip must be signed each time a youth enters the CONSULTANT's vehicle. If transportation occurs under life coaching/case management, all intake paperwork must be up to date and the two-to-one ratio must be enforced. Contact of youth and transportation must follow County and City procedures.CONSULTANT will not be transporting youth under this contract. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE Management Plan LATI – “Living Above The Influence” – exists to heal and uplift the voices of Youth and their Families in the South Bay Community. We provide support, guidance, opportunities, and mentorship to empower our Youth – including those affected by challenges – and to cultivate leaders who will rise up and transform our communities and the world. We awaken spirits, heal hearts, and enable brighter futures! LATI is a grass roots organization founded by Dori Prado in 2007 four years after a drug overdose tragically took the life of her younger brother, and, after many years of witnessing the toll that substance abuse took on other family members and friends. Her resolve to break the cycle of despair within her own family led to a desire to help others in her community as well. LATI has evolved into an agency (501c3 nonprofit) providing programs, services to thousands of youth and families throughout the year. LATI also hold Community events serving hundreds of families. LATI's youth base programs are year-round and consist of school-based programs, community programs, outreach, pro social, community building, mental health workshops, substance abuse workshops, life skill groups, and cultural programs: evidence-based curriculum(s) developed by the National Compadres Network (NCN), which include the El Joven Noble, Xinachtli, and Circle Keepers, WHY TRY, The Connection Practice, ONE Group Girl, One Group Boy and other evidence-based curriculum. LATI will amplify the voice of the voiceless. We will have innovative and culturally rich best practices to provide safe spaces and resources to break unhealthy cycles, heal our Youth and Families in the South Bay Community, and build strong, loving leaders Timeline of schedule events may include, but not limited to: -January 1, 2024- December 31, 2025 -Serve approximately 3 clients per month; approximately 3-6 hours per youth. -Conduct intake interviews, linkage to support/services, outreach and family engagement with diversion clients. -Attend Diversion meetings and trainings -Administer pre and post surveys for program participants -Support the City of Gilroy Diversion Program Coordinator with data collection from intakes and pre and post surveys. DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 4835-2267-0361v1 LAC\04706083 EXHIBIT “D” PAYMENT SCHEDULE A. Compensation to CONSULTANT Living Above the Influence (LATI) shall be contingent upon successful completion of the services outlined in EXHIBIT B, SCOPE OF SERVICES. A statement of all professional services outlined under this AGREEME NT shall be prepared by CONSULTANT LATI and submitted to the City of Gilroy on or before the 10th day of the month, following the billing month, following completion of each of the Services identified in EXHIBIT B. If the services have been completed to the satisfaction of the City of Gilroy, the CITY shall make payment to the CONSULTANT within forty-five (45) business days after receipt of the statement and approval thereof. B. The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT shall not exceed $47,160. CONSULTANT to successfully complete the project within the 24 month period, ending December 31, 2025. Reimbursement will be based on work completed, per budget specifications. C. Any hours worked for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to CITY. All contract deliverables needed for payment are stated in Exhibit B and include the completion of a monthly invoice, with relevent direct expenses back up, monthly narrative and statistical reporting to show measurement for successful targeted youth intervention, groups and pro-social activities in pre-designated areas. Monthly invoicing will include direct expenses for reimbursement, such as allowable overhead and supervision, direct expenses, i.e. cell phone and mileage reimbursement for positions, wages, and training. Any additional direct expenses will not be reimbursed by the CITY. All supporting documentation must be submitted for monthly expenditures upon BSCC’s and therefore, the City’s request. All supporting documentation must be maintained by the grantee on site and be readily available for review during CITY and BSCC site visits. Monthly invoices and all back up documentation (PAR report, staff timesheets, agency invoice, OUS workbook, and Narrative report/BSCC tracking and data collection documentation) will be submitted to the CITY by the 10th day of the next month, as follows or the Friday prior to if the 10th falls on a weekend: January 2024- December 2024 Monthly Invoice Deadline January 1-31, 2024 February 10, 2024 February 1-29, 2024 March 10, 2024 March 1-31, 2024 April 10, 2024 April 1-30, 2024 May 10, 2024 May 1-31, 2024 June 10, 2024 June 1-30, 2024 July 10, 2024 DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 4835-2267-0361v1 LAC\04706083 July 1- 31, 2024 August 10, 2024 August 1-31, 2024 September 10, 2024 September 1-30, 2024 October 10, 2024 October 1-31, 2024 November 10, 2024 November 1-30, 2024 December 10, 2024 December 1-31, 2024 January 10, 2024 January 2025- December 2025 Monthly Invoice Deadline January 1-31, 2025 February 10, 2025 February 1-28, 2025 March 10, 2025 March 1-31, 2025 April 10, 2025 April 1-30, 2025 May 10, 2025 May 1-31, 2025 June 10, 2025 June 1-30, 2025 July 10, 2025 July 1- 31, 2025 August 10, 2025 August 1-31, 2025 September 10, 2025 September 1-30, 2025 October 10, 2025 October 1-31, 2025 November 10, 2025 November 1-30, 2025 December 10, 2025 December 1-31, 2025 January 10, 2026 Please allow up 45 business days between submittal of invoice and confirmed back up verification for the processing of payment. Back up includes but is not limited to any of the following: timecard for program coordinator, sign in sheets for services and programs sponsored by this agreement, fliers and brochures, pictures for program activities, meeting agendas and notes, and any other documentaiton related to the any of the diversion program activities. Invoices will be returned if necessary back up is not attached and timing of check processing will be paused. D. BUDGET - Living Above the Influence- South County Youth Task Force Total Program Budget (January 1, 2024 through December 31, 2025) $47,160: DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2 4835-2267-0361v1 LAC\04706083 LATI will compensated per youth referral intake completed anticipating that this will take approximately 3-6 hours per youth, to include preparation, travel time, intake interviews, home visits and time spent engaging parents/families, and participation in and for the RJ Circle. Other staff time will be required to administer pre-and post-participation surveys as well as data collection and attending Diversion Program meetings and training sessions. The budget presented is based on serving up to 72 youth referred for participation in the Diversion Program. Cost per youth is not to exceed $655.00 Funding Source: 2283000-51630 DocuSign Envelope ID: A1ECBFD4-5731-44AD-84F5-EE5A96AAABB2