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HomeMy WebLinkAboutAgreement - Catholic Charities of Santa Clara County - Signed: 2025-11-09City of Gilroy Service Agreement / Contract Tracking Today’s Date11/19/25 Your Name Contract Type Phone Number Contract Effective Date 11/4/2025 Contract Expiration Date 11/4/2026 Contractor/Consultant Name Vendor # Catholic Charities of SCC Vendor 74 Contract Subject Community Based Services for Youth Contract Amount 103,448 FY Budget Amount FY25: $51,724 FY26: $51,724 Org/Object Code 2273000-52610 Contract Number (Assigned by Stefan) Routing Steps for e-signature Risk Manager City Attorney Approval as to Form City Administrator or Department Head City Clerk Attestation aduran@catholiccharitiesscc.org Contract was signed by vendor prior to Interim City Admin Brad resigning. A text box was added for new City Admin Matt Morley to include his name and title. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 26PD0028 -1- 4835-2267-0361v1 LAC\04706083 AGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 4 day of November, 2025, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Catholic Charities of Santa Clara County, having a principal place of business at 2625 Zanker Rd #201, San Jose, CA 95134. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on November 4, 2025 and will continue in effect through November 4, 2026 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”). 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. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -2- 4835-2267-0361v1 LAC\04706083 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 $103,448. 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. 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. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -3- 4835-2267-0361v1 LAC\04706083 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 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 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -4- 4835-2267-0361v1 LAC\04706083 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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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. CONSULTANT 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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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: Catholic Charities of Santa Clara County CITY OF GILROY By: By: Name: Dr. Alexandra C. Duran Name: Brad Kilger Title: Chief Operating Officer Title: Interim Administrator, City of Gilroy Social Security or Taxpayer Identification Number 94-2762269 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D Matt Morley City Administrator -9- 4835-2267-0361v1 LAC\04706083 Approved as to Form ATTEST: City Attorney City Clerk Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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 So'o Poumele , 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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -4- 4835-2267-0361v1 LAC\04706083 CONSULTANT: Dr Alexandra Duran Chief Operating Officer Catholic Charities of Santa Clara County 2625 Zanker Rd #201 San Jose, CA 95134 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: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “B” SCOPE OF SERVICES CONSULTANT Catholic Charities of Santa Clara County will coordinate and provide services, outlined and specified in reporting data outlined below, necessary for program evaluation: ie. monthly progress and quarterly financial reporting utilizing Program Activity Report (PAR), Units of Service Workbook (OUS) report and invoicing format; as well as ongoing program improvement, to the City of Gilroy in a timely matter. This program is part of the South County Project II THRIVE (Transformation and Hope, Resiliency, Integrity, Voice & Engagement) Project, in effort to prevent and reduce juvenile delinquent behaviors, prevent/ reduce recruitment of youth into gangs and prevent/ reduce youth violence in South Santa Clara County. Service delivery time frame: November 4, 2025- November 4, 2026. CONSULTANT Catholic Charities of Santa Clara County shall complete the following services: 1.Late Night Gym / Pro-Social Program: • Coordinate, facilitate, and manage one (1) weekly Late Night Gym on Thursday or Friday evenings (weekly evening pro-social program) at the Wheeler Gym in Gilroy. • Sessions must last a minimum of three (3) hours, between 4:00 PM – 9:00 PM. • Serve at least 50 unduplicated youth over the program term. • Program must be evidence-based or evidence-promising and culturally responsive. • Provide healthy food options at each weekly session. • Ensure proper use, maintenance, storage, security and care of all program equipment. • For summer and school breaks, weekly educational and enrichment fieldtrips are encouraged in lieu of program (cost is part of the program budget). 2. Four (4) Evidence-Based, Culturally Responsive Youth Groups in the Neighborhoods: • Implement four (4) evidence-based or life skills youth group cycles throughout the 12-month contract period (e.g., El Joven Noble, Xinachtli Rights of Passage, Cara Y Corazon; Life Skills Programs, such as Why Try, BOTVIN groups, Restorative Justice based groups, or other pre- approved curricula (curriculum must be submitted), at selected community locations. • Groups should be distributed over the year in strategically identified opportunity neighborhoods, as recommended by SCYTF (e.g., 4 in the fall/ winter and 4 in the spring/summer). • Each group must serve a minimum of 10 unduplicated youth, for a total of 40 unduplicated individuals, served across all groups. • The Consultant must submit all curricula for pre-approval. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -2- 4835-2267-0361v1 LAC\04706083 3. Outreach, Community Engagement and Intervention: • Provide intervention and engagement support at identified key community center(s) and/or library sites. • Conduct outreach a minimum of two days per week for at least four (4) hours per day. Locations will vary depending on the need. • Facilitate at least one Peace/ Community Building Circle series at an identified community center, such as at San Ysidro Park, Las Animas Park Gilroy Library or the Wheeler Gym. • Conduct outreach for the SCYTF Late Night Gym program. 4. Secondary Crisis Response: • Support identified neighborhoods and around school sites in maintaining a positive and safe culture. • Build rapport with youth in identified neighborhoods to introduce services, opportunities for self- referral, and invitation to participate in SCYTF and greater collaborative services/activities. • Activities may include restorative circles, one-on-one support, ‘get-to-know-you’ activities before/after school, and during late evening pro-social activities. 5. Linkage and Referral • Connect youth and their families to relevant community and county services and resources. 6. Collaboration and Participation: • Participate in monthly Technical Team, Multi-Disciplinary Team (MDT), and ad-hoc Violence Disruption meetings. • Lead or co-chair at least one Tech Team subcommittees. • Collaborate with the City of Gilroy, GUSD, and other partners with an SCYTF MOU to further violence prevention goals. 7. Program Evaluation and Reporting • Serve a total of 90 unduplicated youth (ages 9-24) across all services. • Conduct entrance and exit surveys at the end of services (as they pertain to the strategy) to measure changes in behavior and well-being. • Submit the following documentation monthly: narrative/reports, calendars, sign-in sheets, City- provided units of service workbook and other measurable metrics to prove expected deliverables are met with SCYTF Administration. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -3- 4835-2267-0361v1 LAC\04706083 • Connect with 2,000 duplicated contacts via all community outreach and intervention activities. 8.Collaboration, Outreaching and Branding Support • Coordinate with the City of Gilroy, SCYTF Administration Team, the Gilroy Unified School District and the Monthly MDT partners on outreach, collaboration, and co-branding materials. • Post all workshops and event flyers pertaining to this work on the SCYTF website. • Work to further the goals and efforts of building a restorative community and preventing and de- escalating youth violence and anti-social behaviors in South County. 9. Must provide a client list (First Initial and Last Initial) that includes the following: i. Name of youth served; ii. Include assigned Probation File Numbers for Youth (if applicable); iii. Date of birth of youth served; iv. Start date of when youth started receiving services; v. End date of when youth stopped receiving services; vi. ZIP Code of youth served (if available); vii. Ethnicity of youth served (if available); and viii. Hours of service per youth by activity type. 12. Groups: Maintain and submit sign-in sheets monthly to track participation, Monthly Units of Service Reports, and pre/post surveys on the start and end of groups. 13. Participate in contract monitor meetings every other month and attend other necessary meetings and activities and have the flexibility to attend necessary meetings and activities as they arise, which may occur outside of traditional 8:00 a.m. to 5:00 p.m., Monday through Friday work hours. 14. Population to be served: children and young adults (Youth between the ages of 10-24 (any gender or non-binary), who reside or attend school in Gilroy (zip code areas 95020 and 95021) and can fall in one or more of the following categories: i. At Promise (At-Risk) Youth”: Defined as youth who live in or attend schools in low-socio economic areas, referred to as “Hot Spots” within the first Strategic Plan that exhibit Stability Needs; Potential Harm to Self or Others; Offending Behavior; Trauma History/ Lack of Healthy Coping Abilities and Re-Victimization Risk, ii. High–Promise (High-Risk) Youth: Defined as youth exhibiting high risk behavior(s) related to gang lifestyles, re-offending and/or participating in gang intimidation or behaviors associated with Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -4- 4835-2267-0361v1 LAC\04706083 violence. This category distinguishes from “at-risk” population in that it generates additional characteristics demonstrating social-risk factors and level of intensity. iii. “Youth who demonstrate to be severely impacted/gang intentional”: Social circle is integrated into intergenerational gang-membership environment and/or affected by intergenerational drug use youth self-identified, and/or are arrested for gang-related incidents or acts of violence through the justice system. 15. Have the needed level of flexibility to attend necessary meetings, including monthly, Technical Team meetings and impromptu climate and crisis meetings; and have ability to work weekends (with 30 day advanced notice) for important or large events and evenings as deemed necessary to carry out successful coordination of project services. 16. 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. 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 of Gilroy staff. A guardian/parental permission slip must be signed each time a youth enters 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. 17. Locations of services will occur at the identified schools, community hubs, hot-spot parks libraries, and other community locations, as deemed appropriate per client need. Contact of client and transportation must follow County and City procedures. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE Management Plan Tracing its origins as far back as 1929, Catholic Charities of Santa Clara County (CCSCC) is a Santa Clara County-based, 501(c)(3) non-profit organization that has provided regular services to the community since 1955 and has been incorporated in California since 1981. Our mission is to serve and advocate for families and individuals in need, especially those living in poverty. We work to create a more just and compassionate community in which people of all cultures and beliefs can participate and prosper. In alignment with this mission, CCSCC has provided services for County residents since its inception and currently serves more than 86,000 individuals through more than 30 direct service programs delivered at 90+ locations. With an operating budget of over $50 million, CCSCC’s staff and 25-member Board of Directors employ strong management and fiscal controls to ensure ongoing financial health. CCSCC will deliver services through its YES team. This team’s experience in program delivery with children, youth and young adults; collaboration with partner organizations; mentoring and relationship building skills; and knowledge of the South County region make them effective leaders to pursue the goals of the SCYTF programs. The team has delivered analogous programs to each scope of work with a similar profile of youth with positive results. The YES Program Director and Senior Program Manager are currently in place, operating from the Washington United Youth Center in San José and in the community. They have a wide range of experience and knowledge in working with at-promise, high-promise, gang-impacted and - intentional, and justice-involved youth and their families, providing services that have demonstrated effectiveness in reducing risk factors and increasing protective factors. YES staff are equipped with educational credentials and real-world experience working with at- risk populations, including system-involved youth and families experiencing socio-economic hardship. Michael Bright and So’o Poumele will serve as supervision leads for the case management team. The Case Managers will provide direct services for participants. A Program Financial Analyst will support the team with invoicing and budgeting activities. Key team members include: Michael Bright – Program Director, YES Department: Michael has over 20 years of experience working with high-risk youth and system-involved populations. He leads WUYC’s youth programs with a focus on trauma-informed practice, compliance monitoring, and staff development. Prior to his work at CCSCC, he expanded academic and recreational programs in four South Bay middle schools, mentored high school students, and successfully implemented recruitment and other strategies that increased program enrollment and improved operations. Michael is also skilled in ensuring grant-funded programs comply with requirements and meet deliverables. Michael holds a Bachelor of Science in Social Science and has completed relevant training and certifications. He will lead the proposed project, ensuring that it stays on track, meets deliverables, and that all evaluation and reporting requirements are fulfilled. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -2- 4835-2267-0361v1 LAC\04706083 So’o Poumele – YES Senior Program Manager: So’o brings over 25 years of experience working with at-risk and high-risk youth, particularly those involved in the juvenile justice system, to the team. As Program Manager starting in 2006, So’o has trained new staff, applied Trauma-Informed Care principles in youth and family services, developed curricula, and planned and implemented youth programs. He has also created and delivered trainings for agencies working with at-risk or gang-involved youth and adults. So’o also has extensive experience working with government partners in implementing grant-funded programs. He has received certificates of completion through the National Gang Safety Seminar, and is certified to conduct mediation and intervention. He speaks English, Samoan, and is familiar with Spanish. So’o will oversee direct services and Case Managers and ensure program data is tracked, analyzed and reported on. Esteban Escalante, Case Manager: Esteban has worked with children and youth in our County since joining CCSCC in 2013 as an after-school instructor. While honing his skills as an educator, Esteban managed classroom behavior; built relationships with parents, teachers, and students; adapted to remote learning methods; and acted as Interim Program Manager. As a Site Supervisor, Esteban supervised 11 staff serving 200+ students, oversaw data entry and management, met reporting requirements, planned activities for instructors, collaborated on soccer coach, delivering a play-based curriculum to build children and youth’s cognitive, language, and social and emotional skills. Esteban is a resident of San Martin and is bilingual in English and Spanish. He will help provide the project’s direct services for youth, tracking data and progress. Martha Diaz-Espinoza, Case Manager: Following five years of progressive leadership in the private sector, Martha changed career paths to focus on delivering high-quality programming to children, youth, and families. As a preschool teacher, Martha implemented curricula, monitored children’s development, and supported family engagement. Martha joined CCSCC in August 2023 to supervise implementation of a State Office of Child Abuse Prevention (OCAP) program designed to work with youth, young adults, and families to increase leadership, empathy, and self- agency skills; improve job readiness; and expand knowledge of college and career paths and funding resources. In this capacity, Martha conducts outreach and recruitment, engages thoughtfully with participants and partner organizations, delivers dynamic and engaging workshops, provides appropriate referrals to clients, and liaises with school staff on administrative and logistical details. A native of Gilroy, Martha is bilingual in English and Spanish. She will help provide the project’s direct services for youth, tracking data and progress. Timeline of schedule events may include, but not limited to: Timeframe, Activity/Deliverable and Details & Expectations Nov–Dec 2025 Program Launch and Orientation & Late Night Gym (Weekly): Finalize MOUs with SCYTF Technical Team; confirm Wheeler Gym schedule; outreach to schools/neighborhoods; staff training and orientation. Launch weekly 3-hour Late Night Gym sessions (Thurs/Fri 5–9 pm). Minimum of 8 sessions before year-end. Serve at least 20 unduplicated youth. Provide food at all sessions. Nov 2025 – Jan 2026 Youth Group Cycle 1: Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -3- 4835-2267-0361v1 LAC\04706083 First evidence-based, culturally responsive youth group (e.g., El Joven Noble, Xinachtli, Life Skills). Serve at least 10 youth. Nov–Dec 2025 Outreach & Intervention Begins: Case Managers on-site 2x per week at identified locations (community centers, library). At least one Peace/Community Circle initiated by December. Jan–Mar 2026 Youth Group Cycle 2: Implement a second group cycle in the identified neighborhood. Serve at least 10 youth. Jan–Mar 2026 Late Night Gym (Ongoing): Continue weekly sessions. Maintain at least 25 unduplicated youth served by March. Spring Break 2026 (Mar/Apr) Educational/Enrichment Field Trip: Provide at least one enrichment field trip in lieu of gym (cost included in budget). Apr–Jun 2026 Youth Group Cycle 3: Implement a third group cycle (10+ youth). Culturally responsive, evidence-based. Apr–Jun 2026 Community Engagement: Ongoing outreach 2x per week. Conduct a second Peace/Community Building Circle. Summer 2026 (Jun–Aug) Late Night Gym (Ongoing): Continue weekly sessions, offer 1–2 summer enrichment field trips (e.g., college visits, recreational trips). By August, at least 40 unduplicated youth served. Jul–Sep 2026 Youth Group Cycle 4: Implement a fourth group cycle. Serve another 10+ youth. November 2026 Final Quarter Programming: Conduct entry/exit surveys for all youth group participants. Track and report behavior/well-being changes. November 2026 Close-Out & Final Report: Submit final program report summarizing outcomes, youth served, outreach contacts, and lessons learned. Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 4835-2267-0361v1 LAC\04706083 EXHIBIT “D” PAYMENT SCHEDULE EXHIBIT “D” PAYMENT SCHEDULE A. Compensation to CONSULTANT Catholic Charities of Santa Clara County 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 AGREEMENT shall be prepared by CONSULTANT atholic Charities of Santa Clara County 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 thirty (30) 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 $103,448 CONSULTANT to successfully complete the project within the 12 month period. 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. Quarterly 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, supplies, training, costs for pro-social activities and healthy food expenses. Any additional direct expenses will not be reimbursed by the CITY. Quarterly invoices and all back up documentation (monthly calendars, PAR monthly report, staff timesheets, agency invoice, OUS workbook, and Narrative report) will be submitted to the CITY by the 8th day of the next month, as follows or the Friday prior to, if the 8th falls on a weekend, the invoice is due the following Monday, no later than 12:00 PM. An exception will be the last monthly invoice as the City funder requests the final invoice prior to the month's end: Quarters Invoice Deadline November 4, 2025- December 31, 2025 January 8, 2026 January 1, 2026- March 31, 2026 April 8, 2026 April 1, 2026-June 30, 2026 June 20, 2026 July 1, 2026-September 30, 2026 October 8, 2026 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 4835-2267-0361v1 LAC\04706083 October 1, 2026- November 4, 2026 December 8, 2026 Please allow up to 30 business days between submittal of invoice and confirmed back up verification for the processing of payment. Back up includes but it 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 documentation 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 - Catholic Charities of Santa Clara CountyTotal Program Budget $103,448 Personnel Annual Salary & FTE Program Salary Program Director, Michael Bright $110,313 @ 0.03 FTE $3,309 Senior Program Manager, So'o Poumele $111, 729 @ 0.05 $5,586 Case Manager, Esteban Escalante $58, 402 @ 0.35 $20,441 Case Manager, Martha Diaz- Espinoza 72, 842 @ 0.30 $21,852 Program Financial Analyst, Svitlana Vialaire $ 91, 759 @ 0.01 $918 Taxes and Benefits 32.61% Rpresenting Health Plan, $16, 992 life and disability insurance, and 401K. PERSONNEL SUBTOTAL $69,098 OPERATING COST Food Healthy snacks and refreshments to increase attendance and encourage participation. $1,600 Office Supplies Standard consumable office supplies (pens, paper, printer ink). $50 Pro-Social Activities Cost of entry tickets, equipment, supplies for pro-social outings and activities. $1,500 Telephone Employee reimbursement for cell phone use ($40/mo per FTE). 355$ Mileage Employee mileage reimbursement and van use at current federal rate for required travel between program / work sites. $3,600 IT & Communications IT support and technology resources, internet access, GSuite, video-conferencing, related costs to facilitate program delivery, data tracking, reporting. Allocation based on number of FTEs. $2,842 AWARDS Database Agency-wide client information database; based on # FTEs. $1,376 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 4835-2267-0361v1 LAC\04706083 Insurance General liability insurance; based on # FTEs. $1,634 Occupancy Allocated cost of maintenance, utilities, janitorial, depreciation for staff offices at Washington United Youth Center where majority of budgeted staff are based. Calculated based on sq ft occupied. $7,900. OPERATING COST SUBTOTAL $20, 857 Administrative Cost 15% of direct cost- HR, payroll, fiscal, compliance, executive and administrative support needed for contract and program delivery. $13, 493 TOTAL PROGRAM EXPENSES $103, 448 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D City of Gilroy STAFF REPORT Agenda Item Title: Award a Contract to Catholic Charities of Santa Clara County for $103,448 for South County Youth Task Force Community- Based Services for Youth Meeting Date: November 3, 2025 From: Brad Kilger, Interim City Administrator Department: Police Department Submitted by: Ken Binder, Interim Chief of Police Prepared by: Patricia Vigil, Management Analyst STRATEGIC PLAN GOALS: Ensure Neighborhood Equity from City Services RECOMMENDATION 1. Award a contract to Catholic Charities of Santa Clara County (CCSCC) in the amount of $103,448 for community-based services for youth, Project No. 25- RFP-PD-524 2. Authorize the City Administrator to execute the contract and associated documents EXECUTIVE SUMMARY In January 2012, the City of Gilroy, City of Morgan Hill, Gilroy and Morgan Hill Unified School Districts and the Santa Clara County Board of Supervisors met and created the South County Youth Task Force (SCYTF) to address the effects of violence and gangs on youth and in the community. Funding is provided through the SCYTF, Cities of Gilroy and Morgan Hill, Gilroy and Morgan Hill School Districts (GUSD and MHUSD), Santa Clara County Library District, Santa Clara County Juvenile Probation Department, the Santa Clara County Neighborhood Safety Unit, and the Santa Clara County District Attorney’s Office. As the fiscal agent for the South County Youth Task Force, the Gilroy Police Department Page 262 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D (GPD) manages SCYTF funding. Funding from the District Attorney’s Office, Santa Clara County Library District, and the Gilroy Unified School District will be used to cover the total amount of this agreement. The funding has sponsored many programs such as the Restorative Community Circles with GPD, Resident Leadership Development, School-based and Community-based Youth Restorative Justice, Case Management, Crisis Response, Street Outreach, National Compadres Network Xinachtli/Joven Noble Circles, Late Night Gyms, a Mentorship Boxing Program, After School Programs in both Morgan Hill and Gilroy and training opportunities for the SCYTF body, made up of over 45 different organizations. BACKGROUND On September 3, 2025, Request for Proposals (RFP) 25-RFP-PD-524 was published on the City of Gilroy’s website, soliciting proposals from Community-Based Organizations (CBOs) to provide professional consulting services for the SCYTF Community-Based Services for the Project II THRIVE (Transformation and Hope, Resiliency, Integrity, Voice & Engagement). A total of three proposals were received. On October 8, 2025, a notice of intent to award the contract was published, selecting Catholic Charities of Santa Clara County as the consultant. No protests were received by the October 15th deadline, allowing staff to proceed with the next steps to request City Council award of the contract. ANALYSIS The South County Youth Task Force (SCYTF) is a regional partnership dedicated to serving, supporting, and uplifting our youth in South Santa Clara County (Morgan Hill, Gilroy, and the unincorporated town of San Martin). This collaboration includes local governments, school districts, community and faith-based organizations, and law enforcement agencies. SCYTF’s work is guided by its Mission and Vision: Mission: To promote a safe and nurturing community that creates and ensures sustainable access to opportunities, resources, and services for South County youth and their families, while empowering their voice and supporting their growth and success. Vision: A community that is safe and free of youth violence where young people are strong, thriving and connected to their families, schools, and neighborhoods. The community-based services are offered throughout the Gilroy Community for youth ages 9-17 and young adults ages 18-20 to prevent violence. Services are prioritized for youth who live in an opportunity neighborhood with high disparities (e.g., poverty, food Page 263 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D insecurity, gang exposure, violence, drugs); are on probation or impacted by gang involvement; and/or fall within the spectrum from At-Promise (At-Risk) to High-Promise (High-Risk) Youth. SCYTF community-based programs offer alternative options for youth to be able to access services and programs in their neighborhood, which are provided at no cost. These youth services are part of the South County Project II THRIVE (Transformation and Hope, Resiliency, Integrity, Voice & Engagement) Project, in an effort to prevent and reduce juvenile delinquent behaviors, prevent/ reduce recruitment of youth into gangs and prevent/ reduce youth violence in South Santa Clara County per the 2023- 2026 SCYTF Strategic Plan. Proposals were received from three vendors: 1. Empowering Our Community for Success 2. Catholic Charities of Santa Clara County 3. Youth Alliance A scoring committee reviewed and ranked the proposals received based on the criteria identified in the RFP. Based on the scoring proposals, Catholic Charities of Santa Clara County was determined to be the most qualified vendor for this assignment due to their understanding and approach to the project, proposed scope of services, qualifications, capacity to provide qualified personnel, and project cost-effectiveness. ALTERNATIVES Council could reject the award of the contract to CCSCC. Staff does not recommend this option as it would mean the SCYTF Strategic Plan to deliver community-based youth services and the continuation of the youth programs would be impacted. FISCAL IMPACT/FUNDING SOURCE The proposed agreement with CCSCC is for $103,448. Funding for this project is provided by the South County Youth Task Force's contributing agencies, including the District Attorney’s Office, Gilroy Unified School District, and Santa Clara County Library District. There are sufficient budgetary appropriations included in the adopted FY26 budget within the South County Youth Task Force Fund (227). PUBLIC OUTREACH n/a Page 264 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D NEXT STEPS If approved by Council, the agreement will be executed, and preparations will be made to begin providing services to youth. Attachments: 1. 25-RFP-PD-524 Notice of Intent to Award – Catholic Charities of Santa Clara County 2. Draft Service Agreement 25-RFP-PD-524 Page 265 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D Gilroy Police Department City of Gilroy 7301 Hanna Street Gilroy, California 95020-6129 Admin. (408) 846-0310 Comm. (408) 846-0350 Records (408) 846-0300 Fax (408) 846-0339 KEN BINDER Interim Chief of Police Notice of Intent to Award South County Youth Task Force (SCYTF) Community-Based Youth Services Project No. 25-RFP-PD524 October 8, 2025 Notice is hereby given that the City of Gilroy intends to award a contract to Catholic Charities of Santa Clara County The proposed award is the result of the department’s Request for Proposals (RFP) listed below: South County Youth Task Force Community-Based Youth Services This notice constitutes compliance with the State Contracting Manual Sections 5.65 and 6.10 A. Any protests concerning this proposed award must be filed with the City of Gilroy Purchasing Coordinator and date stamped at the Finance Counter, 7351 Rosanna Street, Gilroy CA 95020 by 5:00 PM on October 15, 2025. This notice and all documents pertaining to this invitation for bids is available on the City website at: https://www.cityofgilroy.org/Bids.aspx Best regards, Ken Binder, Interim Chief of Police City of Gilroy Page 266 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -1- 4835-2267-0361v1 LAC\04706083 AGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 21 day of October, 2025, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Catholic Charities of Santa Clara County, having a principal place of business at 2625 Zanker Rd #201, San Jose, CA 95134. This Agreement will become effective on October 21, 2025 and will continue in effect through October 31, 2026 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 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. 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”). 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. Page 267 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -2- 4835-2267-0361v1 LAC\04706083 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. 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. 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 $103,448. CONSULTANT shall submit invoices for all services rendered. 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. 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. Page 268 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -3- 4835-2267-0361v1 LAC\04706083 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 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 Page 269 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -4- 4835-2267-0361v1 LAC\04706083 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 F. State and Federal Taxes • 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. Page 270 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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 Page 271 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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 D. Transition after Termination ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification B. Americans with Disabilities Act of 1990 C. Attorneys’ Fees Page 272 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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 E. Compliance with Laws F. Conflict of Interest G. Entire Agreement Page 273 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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. 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. 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. All dates and times referred to in this Agreement are of the essence. 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. , on the date and year first above written. Catholic Charities of Santa Clara County CITY OF GILROY By: By: Name: Don Taylor Name: Brad Kilger Title: Chief Executive Officer Title: Interim Administrator, City of Gilroy Social Security or Taxpayer Identification Number 94-2762269 Page 274 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -9- 4835-2267-0361v1 LAC\04706083 Approved as to Form ATTEST: City Attorney City Clerk Page 275 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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 So'o Poumele , 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. Page 276 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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. Page 277 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -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. Section V.D of this Exhibit “A”. Page 278 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -4- 4835-2267-0361v1 LAC\04706083 CONSULTANT: Gregory Kepferle Chief Executive Officer Catholic Charities of Santa Clara County 2625 Zanker Rd #201 San Jose, CA 95134 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. Page 279 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “B” SCOPE OF SERVICES CONSULTANT Catholic Charities of Santa Clara County will coordinate and provide services, outlined and specified in reporting data outlined below, necessary for program evaluation: ie. monthly progress and quarterly financial reporting utilizing Program Activity Report (PAR), Units of Service Workbook (OUS) report and invoicing format; as well as ongoing program improvement, to the City of Gilroy in a timely matter. This program is part of the South County Project II THRIVE (Transformation and Hope, Resiliency, Integrity, Voice & Engagement) Project, in effort to prevent and reduce juvenile delinquent behaviors, prevent/ reduce recruitment of youth into gangs and prevent/ reduce youth violence in South Santa Clara County. Service delivery time frame: October 21, 2025- October 31, 2026. CONSULTANT Catholic Charities of Santa Clara County shall complete the following services: 1.Late Night Gym / Pro-Social Program: • Coordinate, facilitate, and manage one (1) weekly Late Night Gym on Thursday or Friday evenings (weekly evening pro-social program) at the Wheeler Gym in Gilroy. • Sessions must last a minimum of three (3) hours, between 5:00 PM – 9:00 PM. • Serve at least 50 unduplicated youth over the program term. • Program must be evidence-based or evidence-promising and culturally responsive. • Provide healthy food options at each weekly session. • Ensure proper use, maintenance, storage, security and care of all program equipment. • For summer and school breaks, weekly educational and enrichment fieldtrips are encouraged in lieu of program (cost is part of the program budget). 2. Four (4) Evidence-Based, Culturally Responsive Youth Groups in the Neighborhoods: • Implement four (4) evidence-based or life skills youth group cycles throughout the 12-month contract period (e.g., El Joven Noble, Xinachtli Rights of Passage, Cara Y Corazon; Life Skills Programs, such as Why Try, BOTVIN groups, Restorative Justice based groups, or other pre- approved curricula (curriculum must be submitted), at selected community locations. • Groups should be distributed over the year in strategically identified opportunity neighborhoods, as recommended by SCYTF (e.g., 4 in the fall/ winter and 4 in the spring/summer). • Each group must serve a minimum of 10 unduplicated youth, for a total of 40 unduplicated individuals, served across all groups. • The Consultant must submit all curricula for pre-approval. Page 280 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -2- 4835-2267-0361v1 LAC\04706083 3. Outreach, Community Engagement and Intervention: Page 281 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -3- 4835-2267-0361v1 LAC\04706083 • Connect with 2,000 duplicated contacts via all community outreach and intervention activities. Page 282 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -4- 4835-2267-0361v1 LAC\04706083 violence. This category distinguishes from “at-risk” population in that it generates additional characteristics demonstrating social-risk factors and level of intensity. Page 283 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE Management Plan Tracing its origins as far back as 1929, Catholic Charities of Santa Clara County (CCSCC) is a Santa Clara County-based, 501(c)(3) non-profit organization that has provided regular services to the community since 1955 and has been incorporated in California since 1981. Our mission is to serve and advocate for families and individuals in need, especially those living in poverty. We work to create a more just and compassionate community in which people of all cultures and beliefs can participate and prosper. In alignment with this mission, CCSCC has provided services for County residents since its inception and currently serves more than 86,000 individuals through more than 30 direct service programs delivered at 90+ locations. With an operating budget of over $50 million, CCSCC’s staff and 25-member Board of Directors employ strong management and fiscal controls to ensure ongoing financial health. CCSCC will deliver services through its YES team. This team’s experience in program delivery with children, youth and young adults; collaboration with partner organizations; mentoring and relationship building skills; and knowledge of the South County region make them effective leaders to pursue the goals of the SCYTF programs. The team has delivered analogous programs to each scope of work with a similar profile of youth with positive results. The YES Program Director and Senior Program Manager are currently in place, operating from the Washington United Youth Center in San José and in the community. They have a wide range of experience and knowledge in working with at-promise, high-promise, gang-impacted and - intentional, and justice-involved youth and their families, providing services that have demonstrated effectiveness in reducing risk factors and increasing protective factors. YES staff are equipped with educational credentials and real-world experience working with at- risk populations, including system-involved youth and families experiencing socio-economic hardship. Michael Bright and So’o Poumele will serve as supervision leads for the case management team. The Case Managers will provide direct services for participants. A Program Financial Analyst will support the team with invoicing and budgeting activities. Key team members include: Michael Bright – Program Director, YES Department: Michael has over 20 years of experience working with high-risk youth and system-involved populations. He leads WUYC’s youth programs with a focus on trauma-informed practice, compliance monitoring, and staff development. Prior to his work at CCSCC, he expanded academic and recreational programs in four South Bay middle schools, mentored high school students, and successfully implemented recruitment and other strategies that increased program enrollment and improved operations. Michael is also skilled in ensuring grant-funded programs comply with requirements and meet deliverables. Michael holds a Bachelor of Science in Social Science and has completed relevant training and certifications. He will lead the proposed project, ensuring that it stays on track, meets deliverables, and that all evaluation and reporting requirements are fulfilled. Page 284 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -2- 4835-2267-0361v1 LAC\04706083 So’o Poumele – YES Senior Program Manager: So’o brings over 25 years of experience working with at-risk and high-risk youth, particularly those involved in the juvenile justice system, to the team. As Program Manager starting in 2006, So’o has trained new staff, applied Trauma-Informed Care principles in youth and family services, developed curricula, and planned and implemented youth programs. He has also created and delivered trainings for agencies working with at-risk or gang-involved youth and adults. So’o also has extensive experience working with government partners in implementing grant-funded programs. He has received certificates of completion through the National Gang Safety Seminar, and is certified to conduct mediation and intervention. He speaks English, Samoan, and is familiar with Spanish. So’o will oversee direct services and Case Managers and ensure program data is tracked, analyzed and reported on. Page 285 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D -3- 4835-2267-0361v1 LAC\04706083 Nov 2025 – Jan 2026 Youth Group Cycle 1: Page 286 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 4835-2267-0361v1 LAC\04706083 EXHIBIT “D” PAYMENT SCHEDULE EXHIBIT “D” PAYMENT SCHEDULE A. Compensation to CONSULTANT Catholic Charities of Santa Clara County 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 AGREEMENT shall be prepared by CONSULTANT atholic Charities of Santa Clara County 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 thirty (30) 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 $103,448 CONSULTANT to successfully complete the project within the 12 month period. 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. Quarterly 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, supplies, training, costs for pro-social activities and healthy food expenses. Any additional direct expenses will not be reimbursed by the CITY. Quarterly invoices and all back up documentation (monthly calendars, PAR monthly report, staff timesheets, agency invoice, OUS workbook, and Narrative report) will be submitted to the CITY by the 8th day of the next month, as follows or the Friday prior to, if the 8th falls on a weekend, the invoice is due the following Monday, no later than 12:00 PM. An exception will be the last monthly invoice as the City funder requests the final invoice prior to the month's end: Quarters Invoice Deadline October 21, 2025- December 31, 2025 January 8, 2026 January 1, 2026- March 31, 2026 April 8, 2026 April 1, 2026-June 30, 2026 June 20, 2026 July 1, 2026-September 30, 2026 October 8, 2026 Page 287 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 4835-2267-0361v1 LAC\04706083 October 1, 31, 2026 November 8, 2026 Please allow up to 30 business days between submittal of invoice and confirmed back up verification for the processing of payment. Back up includes but it 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 documentation 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 - Catholic Charities of Santa Clara CountyTotal Program Budget $103,448 Personnel Annual Salary & FTE Program Salary Program Director, Michael Bright $110,313 @ 0.03 FTE $3,309 Senior Program Manager, So'o Poumele $111, 729 @ 0.05 $5,586 Case Manager, Esteban Escalante $58, 402 @ 0.35 $20,441 Case Manager, Martha Diaz- Espinoza 72, 842 @ 0.30 $21,852 Program Financial Analyst, Svitlana Vialaire $ 91, 759 @ 0.01 $918 Taxes and Benefits 32.61% Rpresenting Health Plan, $16, 992 life and disability insurance, and 401K. PERSONNEL SUBTOTAL $69,098 OPERATING COST Food Healthy snacks and refreshments to increase attendance and encourage participation. $1,600 Office Supplies Standard consumable office supplies (pens, paper, printer ink). $50 Pro-Social Activities Cost of entry tickets, equipment, supplies for pro-social outings and activities. $1,500 Telephone Employee reimbursement for cell phone use ($40/mo per FTE). 355$ Mileage Employee mileage reimbursement and van use at current federal rate for required travel between program / work sites. $3,600 IT & Communications IT support and technology resources, internet access, GSuite, video-conferencing, related costs to facilitate program delivery, data tracking, reporting. Allocation based on number of FTEs. $2,842 AWARDS Database Agency-wide client information database; based on # FTEs. $1,376 Insurance General liability insurance; based on # FTEs. $1,634 Page 288 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D 4835-2267-0361v1 LAC\04706083 Occupancy Allocated cost of maintenance, utilities, janitorial, depreciation for staff offices at Washington United Youth Center where majority of budgeted staff are based. Calculated based on sq ft occupied. $7,900. OPERATING COST SUBTOTAL $20, 857 Administrative Cost 15% of direct cost- HR, payroll, fiscal, compliance, executive and administrative support needed for contract and program delivery. $13, 493 TOTAL PROGRAM EXPENSES $103, 448 Page 289 of 362 Docusign Envelope ID: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D Certificate Of Completion Envelope Id: A59E8A34-8C29-41E5-BC5F-0B5B8FF6B76D Status: Completed Subject: Docusign: SCYTF & Catholic Charities $103,448 Source Envelope: Document Pages: 60 Signatures: 7 Envelope Originator: Certificate Pages: 5 Initials: 1 Patricia Vigil AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Patricia.Vigil@cityofgilroy.org IP Address: 66.189.161.134 Record Tracking Status: Original 2/4/2026 12:02:35 PM Holder: Patricia Vigil Patricia.Vigil@cityofgilroy.org Location: DocuSign Signer Events Signature Timestamp Dr. Alexandra Duran aduran@catholiccharitiesscc.org Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 2607:fb90:37ae:cd95:15aa:a014:6fa2:8651 Sent: 2/10/2026 1:20:45 PM Resent: 2/20/2026 9:28:51 AM Viewed: 2/21/2026 10:00:41 PM Signed: 3/3/2026 4:03:22 PM Electronic Record and Signature Disclosure: Accepted: 2/10/2026 2:58:00 PM ID: db31f481-9463-42f6-b1a2-d00cef38ca0d LeeAnn McPhillips LeeAnn.McPhillips@cityofgilroy.org Administrative Services & HR Director City of Gilroy Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 66.189.161.134 Sent: 2/10/2026 1:20:44 PM Viewed: 2/11/2026 3:26:09 PM Signed: 2/20/2026 10:51:40 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Andrew L. Faber Andy.Faber@berliner.com City Attorney Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 68.121.158.241 Sent: 3/3/2026 4:03:24 PM Viewed: 3/3/2026 4:05:04 PM Signed: 3/3/2026 4:05:25 PM Electronic Record and Signature Disclosure: Accepted: 3/3/2026 4:05:04 PM ID: 352c8296-a596-430b-88db-4f07846856e2 Matt Morley matt.morley@cityofgilroy.org City Administrator City of Gilroy Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Using IP Address: 66.189.161.134 Sent: 3/3/2026 4:05:27 PM Viewed: 3/3/2026 4:55:26 PM Signed: 3/3/2026 5:00:08 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Signer Events Signature Timestamp Kim Mancera kim.mancera@cityofgilroy.org City Clerk City of Gilroy Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 66.189.161.134 Sent: 3/3/2026 5:00:10 PM Viewed: 3/4/2026 6:59:29 AM Signed: 3/4/2026 6:59:34 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Stefan Mercer stefan.mercer@cityofgilroy.org Office Assistant City of Gilroy Security Level: Email, Account Authentication (None) Completed Using IP Address: 66.189.161.134 Sent: 3/4/2026 6:59:37 AM Viewed: 3/5/2026 10:56:39 AM Signed: 3/5/2026 2:52:28 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Sandra Cruz Sandra.Cruz@cityofgilroy.org Security Level: Email, Account Authentication (None) Sent: 3/5/2026 2:52:30 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 2/10/2026 1:20:45 PM Envelope Updated Security Checked 2/12/2026 9:44:40 AM Envelope Updated Security Checked 2/12/2026 9:44:40 AM Envelope Updated Security Checked 2/12/2026 9:44:40 AM Envelope Updated Security Checked 2/12/2026 9:44:40 AM Envelope Updated Security Checked 2/12/2026 9:44:40 AM Envelope Updated Security Checked 2/12/2026 9:44:40 AM Certified Delivered Security Checked 3/5/2026 10:56:39 AM Signing Complete Security Checked 3/5/2026 2:52:28 PM Completed Security Checked 3/5/2026 2:52:30 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Gilroy (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 6/29/2021 5:07:22 PM Parties agreed to: Dr. Alexandra Duran, Andrew L. Faber Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Gilroy: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: scott.golden@cityofgilroy.org To advise City of Gilroy of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at scott.golden@cityofgilroy.org and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from City of Gilroy To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to scott.golden@cityofgilroy.org and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Gilroy To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to scott.golden@cityofgilroy.org and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide- signing-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:  You can access and read this Electronic Record and Signature Disclosure; and  You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and  Until or unless you notify City of Gilroy as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of Gilroy during the course of your relationship with City of Gilroy.