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Agreement - Catholic Charities of Santa Clara County - School-based services for County at-risk youth
City of Gilroy Service Agreement / Contract Tracking Today’s Date 12/12/24 Your Name Trish Vigil Contract Type SA Over $5,000 Phone Number X316 Contract Effective Date January 6, 2025 Contract Expiration Date June 30, 2025 Contractor/Consultant Name Catholic Charities of Santa Clara County Vendor 74 Contract Subject To provide school-based services for County at-risk juveniles Contract Amount $49,001 FY Budget Amount FY25 $49,001 Org/Object Code 2273000-52610 Contract Number (Assigned by City Clerk) Routing Steps for e-signature Risk Manager City Attorney Approval as to Form City Administrator or Department Head City Clerk Attestation Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 25PD0022 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 11/26/2024 (SM)Heffernan Insurance Brokers 1820 Gateway Drive,Suite 330 San Mateo CA 94404 HIB Cert Team 650-842-5200 650-842-5201 hibcertrequest@HeffINS.com License#:0564249 Church Mutual Insurance Company,S.I.18767 CATHCHA-26 At-Bay Specialty Insurance Company 19607CatholicCharitiesofSantaClaraCounty 2625 Zanker Rd Ste 200 San Jose CA 95134 696192797 A 1,000,000 X X X 09-773272 7/1/2024 7/1/2025 A X07-773273 7/1/2024 7/1/2025 1,000,000 1,000,000 1,000,000 B Cyber Liability AB-6639734-02 7/1/2024 7/1/2025 Aggregate 2,000,000 RE:Service Agreement:Life Skills /Cultural Development Groups and Case Management in Gilroy Unified School District &Late Night Gym activities in Morgan Hill. City of Gilroy,its officers, officials and employees 7351 Rosanna Street Gilroy,CA 95020 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 11/27/2024 RSC Insurance Brokerage, Inc. 9755 SW Barnes Rd #355 Portland OR 97225 Molly Schouten (503) 408-3925 mschouten@risk-strategies.com Catholic Charities of Santa Clara County 2625 Zanker Rd. San Jose CA 95112 Princeton Excess & Surplus Lines Ins Co Underwriters at Lloyds of London Lexington Insurance Company Landmark American Ins. Co. CL247868167 A Excess of Primary $750,000 program with $250,000 SIR Y N2A3RL000002800 07/01/2024 07/01/2025 5,000,000 Incl. Incl. 5,000,000 5,000,000 C 018303252 07/01/2024 07/01/2025 5,000,000 5,000,000 B/D Sexual Misconduct / Professional Liability / Employee Dishonesty B0507CD2400573 / LHM859296 07/01/2024 07/01/2025 Sexual Misconduct $5,000,000 Professional Liability $3,000,000 Employee Dishonesty Incl. in primary 1) Life Skills / Cultural Development Groups and Case Management in Gilroy Unified School District 2) Late Night Gym activities in Morgan Hill City of Gilroy, its officers, officials and employees is an additional insured with respect to operations of the named insured as required by written contract subject to policy terms, conditions & exclusions. City of Gilroy, its officers, officials and employees 7351 Rosanna Street Gilroy CA 95020 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 Copyright, 2021 Munich Reinsurance America, Inc. Includes copyrighted material of the Insurance Services Office, Inc., with its permission. RL 2100 10/21 Page 1 of 1 THE PRINCETON EXCESS AND SURPLUS LINES INSURANCE COMPANY AMENDMENT OF DEFINITION OF INSURED Date Issued: 08/06/2024 Named Insured Roman Catholic Bishop of San Jose Endorsement Number 3 Policy Number N2-A3-RL-0000028-00 Endorsement Effective 07/01/2024 Countersigned by _________________________________________ _____________________________________ Ignacio Rivera Catherine B. Smith Deputy General Counsel and President Assistant Secretary The above is required to be completed only when this endorsement is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: GENERAL LIABILITY COVERAGE PART This endorsement changes the policy effective on the inception date of the policy unless another date is indicated above. The following is added to the definition of Insured in the Liability Claims Administration, Exclusions, Conditions and Definitions section of the policy: Insured also means, with respect to Bodily Injury and/or Property Damage under the General Liability Coverage Part, any person or organization with whom you have agreed in a written contract or written agreement to assume liability for a specified activity or operation, but only such liability that would otherwise be imposed by law in the absence of any contract or agreement, and only arising from such specified activity or operation. However, this insurance for such Insured is limited to: (a) liability for Bodily Injury or Property Damage caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf; and (b) to the lesser of the amount of insurance you agreed to provide for such Insured in the written contract or written agreement or the applicable amount(s) of the Excess Limit of Insurance for this General Liability Coverage Part. The following provisions also apply: (1) The written contract or written agreement must be in effect at the inception of the Policy Period or become effective during the Policy Period; and (2) The written contract or written agreement must be executed prior to the Bodily Injury or Property Damage. Subject to the paragraphs above, any such person’s or organization’s status as an Insured ends when any of the following first occurs: this policy terminates; the written contract or written agreement terminates; or the specified activity or operation terminates. All other terms and conditions remain unchanged. Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -1- 4835-2267-0361v1 LAC\04706083 AGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 8th day of January, 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 January 6th, 2025 and will continue in effect through June 30, 2025 unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall terminate this Agreement regardless of any other provision stated herein. ______ Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY’S employees, including, without limitation, disabilit y 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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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 subcontractin g 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 $49,001. 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 Cit y 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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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 und er 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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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: Don Taylor Name: Pedro Espinoza Title: Chief Executive Officer Title: Police Chief, City of Gilroy Social Security or Taxpayer Identification Number 94-2762269 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -9- 4835-2267-0361v1 LAC\04706083 Approved as to Form ATTEST: City Attorney City Clerk Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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 fort h 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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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 resul t 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 CON SULTANT 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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -4- 4835-2267-0361v1 LAC\04706083 CONSULTANT: Don Taylor 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. Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -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 (UOS) 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: January 6, 2025- June 30, 2025. CONSULTANT Catholic Charities of Santa Clara County shall complete the following services: 1. Case Management (Life Coaching) and Intervention Support Services of referred youth. A minimum 14 unduplicated clients in selected Gilroy Unified District schools and in identified hot- spot locations, as needed/ recommended by GUSD and SCYTF. Clients will receive weekly sessions up to 6 months. Telehealth and/or face to face. Maintain a written and/or electronic individualized file for services regarding each client, document client's progress, assessment/service plan, within assigned service/program. Utilize retrospective surveys to measure effectiveness. 2. Implementation of 3 cultural development or Life Skills program groups: Such as 12-week El Joven Noble, Xinachtli Rights of Passage and/or Cara Y Corazon; and/or Life Skills Programs, such as Why Try, or BOTVIN support groups. Groups should last the entire school year in selected Gilroy Unified District schools and in identified locations, as needed/ recommended by GUSD, and SCYTF. A minimum of 6 unduplicated clients per group. A minimum of 30 unduplicated individuals served. 3. Provide Linkage and Referral to other community and county services and resources. Assess participants’ needs, share linkages, and make warm hand-off referrals within/outside of CCSCC for services (e.g., immigration legal services; housing support; behavioral health, domestic violence, and substance abuse treatment; support for young parents; eligibility screening and enrollment support for public benefits). 4. Participate in Monthly Technical Team, Multi-Disciplinary Team (MDT) meetings and lead or co-chair one or more Tech Team subcommittees. 5. A minimum total of 44 unduplicated youth to be served through programming utilizing Units of Service (UOS) workbook. 6. Partner with the City of Gilroy, the South County Technical Team and local community partners to further the goal and efforts of building a restorative community and preventing and de-escalating youth violence and anti-social behaviors in South County. Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -2- 4835-2267-0361v1 LAC\04706083 7. Conducting youth entrance and exit surveys to collect evidence that youth are exhibiting positive or improving lifestyles. 8. Work directly with SCYTF administration team for outreach, collaboration, co-branding, and support. 9. Provide monthly calendars or activities/programs, sign-in sheets, surveys, reports/narratives, and other measurable metrics to prove expected deliverables are met. To help maximize collaborative efforts with all South County agencies, the Consultant will submit calendars documenting services being rendered at different time frames, location(s) and service day(s), to the City by the 10th of each month (no need to resend if there are no new changes). 10. Provide Secondary Crisis Response to site partners – To help assist South County Youth Task Force partners identified key locations to maintain a positive, restorative and safe community culture (outreach/circles/one-on-one support, Multi-Disciplinary Team meetings (MDT’s) and others as needed. 11. 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 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 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -3- 4835-2267-0361v1 LAC\04706083 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 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 CONSU LTANT'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: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -1- 4835-2267-0361v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE Milestone Schedule includes Staffing/Management Plan & Timeline: The Program Director and Manager will identify and review potential service adjustments during weekly quality assurance meetings and review these with the Senior Division Director. Once the adjustments or enhancements are approved, the Senior Program Manager and staff will develop and commit to a timeline for implementation. Service enhancements will be incorporated into CCSCC’s Quality Management Plan for monitoring and quality assurance purposes, as needed. Additionally, the Director and Manager will: • Manage and support direct service staff, including as subject matter experts. • Ensure timely collection of high-quality data and artifacts (e.g., calendars, sign-in sheets, surveys) to meet all reporting requirements using SCYTF’s Units of Service workbook and any other preferred/required reporting formats. • Collaborate with the Technical and Multi-Disciplinary Teams at monthly meetings, including co- /leading sub-committees. • Support learning and evaluation efforts, including planning for future phases. A YES Youth and Family Specialist and Community Resource Coordinator, with support from the Senior Program Manager, will deliver the program’s direct services: • Coordinate with school districts in Gilroy and Morgan Hill and SCYTF to recruit youth. • Conduct entrance and exit surveys with youth. • Deliver 12-week culturally-responsive life skills workshops, based on the CEY curriculum, to 3 cohorts of at least 6 youth in selected GUSD schools. • Provide crisis support to site partners. • Assist in data collection, analysis and reporting. • Assess participants’ needs, share linkages, and make warm hand-off referrals within/outside of CCSCC for services (e.g., immigration legal services; housing support; behavioral health, domestic violence, and substance abuse treatment; support for young parents; eligibility screening and enrollment support for public benefits). • Build rapport and encourage self-referrals to pro-social and other SCYTF activities. James McCaskill, Senior Director of Community Advocacy and Family Supports: As Executive Director of a San José community-based agency for five years, James provided life skills to empower underserved families to break the generational cycle of poverty. He has 15 years of Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -2- 4835-2267-0361v1 LAC\04706083 experience supporting local low-income communities and 19 years of experience leading organizations through strategic change and growth. James is skillful in developing strategic partnerships, cultivating collaboration, engaging community leaders, and building organizational capacity. James will oversee the program, ensuring its ongoing implementation in accordance with City and agency requirements and supervise continuous quality improvement activities. James holds a M.A. in Theology and Pastoral Studies and a B.A. in Communications. Michael Bright, YES Program Director: Michael has worked with children and youth who have numerous risk factors for adverse outcomes for over 20 years in direct service and supervisory roles. He has expanded school-based recreational programming at four South Bay middle schools, advised and mentored high school students, and implemented recruitment strategies that expanded enrollment and improved operations of high-quality academic, recreational, and STEAM programming. Michael also has experience ensuring grant-funded programs comply with requirements and meet deliverables. He holds a B.S. in Social Science and certifications in Choices for Children (preventative health, safety, and nutrition for childcare providers) and Early Childhood Education Supervision and Administration. So’o Poumele, YES Senior Program Manager: Employed at CCSCC since 1999, So’o has more than 25 years of experience working with at-risk and high-risk youth, and youth involved in the juvenile justice system. As Program Manager since 2006, So’o has oriented and trained new staff, used trauma-informed care principles in services with youth and families, planned and implemented programs for youth, and developed and conducted training curricula 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. So’o has participated in training relevant to the services he manages, 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. Esteban Escalante, YES Youth & Family Specialist: 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 program improvement plans, and onboarded new staff. Esteban gained further experience as a soccer coach, delivering a play-based curriculum to build children and youth’s cognitive, language, and social and emotional skills. Esteban’s position is fully funded until June 30, 2025 by a Board of Supervisor’s Inventory Grant to expand YES services in District 1. Esteban is a resident of San Martin and is bilingual in English and Spanish. Martha Diaz-Espinoza, Gilroy Community Resource Coordinator: 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 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 -3- 4835-2267-0361v1 LAC\04706083 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 li aises with school staff on administrative and logistical details. A native of Gilroy, Martha is bilingual in English and Spanish. Timeline of schedule events may include, but not limited to: January 1, 2025-June 30, 2025 • Administration of youth surveys (January 2025 & June 2025) • Deliver 12-week culturally-responsive life skills groups • Provide crisis support to site partners. • SCYTF Technical Team Meeting, MDT, subcommittee meeting(s) and other SCYTF meetings are requested by the SCYTF administration team • Contract Monitor Meetings every two months. Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 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 Catholic 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 $49,001 CONSULTANT to successfully complete the project within the 7 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. Monthly invoicing will include direct expenses for reimbursement, such as allowable overhead and supervision, direct expenses, i.e. cell phone and mileage reimbursement for positions, wages, supplies, training, costs for pro-social activities and healthy food expenses. Any additional direct expenses will not be reimbursed by the CITY. Monthly invoices and all back up documentation (monthly calendars, PAR monthly report, staff timesheets, agency invoice, UOS workbook, and Narrative report) will be submitted to the CITY by the 10th day of the next month, as follows or the Friday prior to, if the 10th falls on a weekend, 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: Months Invoice Deadline January 1-31, 2025 February 10, 2025 February 1-28, 2025 March 10, 2025 March 1-31, 2025 April 10, 2025 April 1-30, 2025 May 10, 2025 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 4835-2267-0361v1 LAC\04706083 May 1-31, 2025 June 10, 2025 June 1-30, 2025 June 20, 2025 Please allow up to 30 business days between submittal of invoice and con firmed 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 $49,001 Staff Position Annual Salary FTE Salary Allocated to 7 Month Program Youth & Family Specialist, Esteban Escalante $ 57,822.34 15% Community Resource Coordinator, Martha Diaz-Espinoza $ 69,225.06 15% $ 6,057 Senior Program Manager, So'o Poumele $110,601.50 9% $ 5,807 Program Director, Michael Bright $ 109,200.00 8% $ 5,096 Senior Division Director, James McCaskill $ 162,240.00 2% $ 1,893 Program Financial Analyst, Svitlana Vilaire $ 90,832.77 2% $ 1,060 Total 51% $ 19,913 DIRECT PROGRAM COSTS PERSONNEL COSTS Salaries $ 19,913 Payroll Taxes $1,750 Employee Benefits $3,761 SUBTOTAL PERSONNEL EXPENSES $ 25,424 OPERATING EXPENSES Food $8,235 Phone $101 Office Supplies $524 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830 4835-2267-0361v1 LAC\04706083 Insurance $171 Program Supplies $4,600 Training $0 Occupancy $650 Travel $1,200 IT and Communications $536 IT AWARDS database $210 SUBTOTAL OPERATING EXPENSES $16,227 Indirect Program Cost Administrative Overhead $7,350 SUBTOTAL INDIRECT EXPENSES $7, 350 TOTAL $49,001 Docusign Envelope ID: 1A5901FF-9887-4F8E-ACCC-D1EA274A3830