Loading...
HomeMy WebLinkAbout2013/07/09 Item 06s .. . ~~ CITY OF CHULAVISTA 07/09/2013 Item `~, ITEM TITLE: SUBMTTTED BY: REVIEWED BY: RESOLUTION OF THE CITY COUNCILOF THE CITY OF CHULA VISTA WAIVING THE FORMAL CONSULTANT SELECTION PROCESS, APPROVING YOUTH COUNSELING SERVICES AGREEMENT BETWEEN THE CITY AND SOUTH BAY COMMUNITY SERVICES AND AUTHORIZING THE MAYOR TO EXECUTE .THE AGREEMENT CHIEF OF POLICE ~ `~`, CITY MANAGER ,~j ~ U 4/STHS VOTE: SUMMARY YES ~ NO ~X Since 1985, South Bay Community Services has provided juvenile counseling services to the City. The attached agreement formally continues those services to be provided which includes a~Youth Counseling Program, Runaway Case Management Program and Homeless Youth Outreach Program. ENVIRONMENTAL REVIEW This proposed activity has been reviewed for compliance with the California Environmental Quality Act (CEQA} and it has been determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because it will not result in a physical change in the environment; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is necessary. RECOMMENDATION Council adopt the resolution. BOARDS/COMMISSION RECOMMENDATION Not Applicable. 6-1 0 710 9/2 0 1 3, Item Ida Page 2 of 3. DISCUSSION South Bay Community Services (SBCS) and the Juvenile Services unit of the Police Department have worked together since 1985 providing a variety of services for juveniles and their families. The proposed contract with SBCS will continue this relationship and formalize the agreement with the following services: - A- minimum of 80 hours per week from Youth and Family Development Associates. These associates will work with juveniles who have been contacted, detained, or taken into custody by police officers for minor non-violent offenses such as vandalism, curfew violation, burglary, and petty thefts. In FY 2012, this component of the program provided assistance to 340 juveniles. This program has a 95% success rate, which results in a low 5% recidivism rate. - Management of reported cases of runaway juveniles. The counselors track the status of the case and offer counseling and intervention services to the juveniles and their families. In FY 2012, the SBCS counselors managed 499 runaway cases. - Other services include anger management instruction, educational assistance, parenting classes and substance abuse counseling. - Confidential progress reports will be issued at quarterly and annual intervals. SBCS has tailored their programs to meet the needs of the City. Their experience, qualifications and community presence make them a unique service provider. The Police Department does not have comparable staff or expertise to provide adequate similar services. The cost for providing the same level of service "in-house" would be prohibitive. Furthermore, the Police Department has been satisfied with the level of service and professionalism from South Bay Community Services. SBCS ,employees have .all completed, pre-employment testing and have a bachelor's degree or equivalent experience in.the counseling field. Since these employees are located at the Police Department facility, they undergo a background ckeck, which is performed by Police Department staff. SBCS provides local youth counseling services approved by the County of San Diego court system. The City is not aware of alternate services capable of meeting the City's youth counseling and community outreach requirements. For these reasons, staff recommends that the City's normal consultant selection process be waived. The proposed contract is effective July 1, 2013 and will expire on June 30, 2014, and may be extended an additional four years upon mutual agreement. DECISION MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site specific and consequently the 500-foot rule found in California Code of Regulations section 18704.2(a)(1) is not applicable to this decision. 'Staff is not independently awaze, nor has staff been informed by any City Councilmember, of any 6-2 07/09/2013, Item Page 3 of 3 other fact that may constitute a basis for a decision maker conflict of interest in this matter. CURRENT YEAR FISCAL IMPACT Approval of this resolution will result in South. Bay Community Service's continued youth counseling services through June 30, 2014. Thecontractamount of $120,000 for SBCS Youth Counseling services has already been included in the fiscal year 2013/2014 adopted~budget. There is no net fiscal impact by accepting this resolution. ONGOING FISCAL IMPACT • SBCS Youth Counseling costs in subsequent years will be: included in the proposed .budget and will be considered as part of the normal-budget process. ATTACIiMENTS Agreement with South Bay Community Services for Youth Counseling Services Prepared by: Jonathan Alegre, Principal Management Analyst, Police Depmtnaent 6-3 COUNCIL RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA WAIVING THE FORMAL- CONSULTANT SELECTION PROCESS, APPROVING YOUTH COUNSELING SERVICES AGREEMENT BETWEEN THE CITY AND SOUTH BAY COMMUNITY .SERVICES AND AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT. WHEREAS, South Bay Community Services and the Police Department have worked together since 1985 providing a variety of services for juveniles and their families; and WHEREAS, South Bay Community Services has tailored their programs to meet the needs of the City, and their experience, qualifications and community- presence make them a unique service provider; and WHEREAS, the agreement is effective July 1, 2013 and will expire on June 30, 2014, and may be extended an additional four years upon mutual agreement; and WHEREAS, Consultant warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Consultant to City in accordance with the time frames and the terms and conditions of this Agreement. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it approves the Youth Counseling Services Agreement between the City and South Bay Community Services, in the form presented, as may have been modified by the Council prior to its approval and with such minor modifications as may be required or approved by the City Attorney, a copy of which shall be kept on file in the Office of the City Clerk, and authorizes and directs the Mayor to execute same. Presented by: Approved as to form by: ~~~- David Bejarano Glen R. Googins p f rvz.5 Police Chief City Attorney J:\P.ttorney\FINAL RESOS AND ORDINANCES\2013\07 09 I3\RESO-PD-SBCS.doc 6121!2013 2:55 PM 6-4 THE ATTACHED AGREEMENT HAS BEEN REVIEWED AND APPROVED AS TO FORM BY THE CITY ATTORNEY'S OFFICE AND WILL BE FORMALLY SIGNED UPON APPROVAL BY THE CITY COUNCIL //~ ~ ~:--- _ _ Glen R. Googins City Attorney Dated: ~ - ~ ~ - ~ AGREEMENT . BETWEEN THE CITY OF CHULA VISTA AND SOUTH BAY COMMUNITY SERVICES ` TO PROVIDE YOUTH COUNSELING SERVICES 6-5 Agreement between City of Chula Vista and South Bay Community Services, To Provide Youth Counseling Services This agreement (Agreement), effective July 1, 2013, is between the City-related entity whose name and business form is indicated on Exhibit A, Paragraph 2, (City), and the entity whose name, business form, place of business and telephone numbers are indicated on Exhibit A, Paragraphs 4 through 6, (Consultant), and is made with reference to the following facts: RECITALS . WHEREAS, South Bay Community Services and the Police Department have worked together since 1985 providing a vaziety of services for juveniles and their families; and WHEREAS, South Bay Community Services has tailored their programs to meet the needs of the City, and their experience, qualifications and community presence make them a unique service provider; and WHEREAS, Consultant warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Consultant to City in accordance with the time frames and the terms and conditions of this Agreement. [End of Recitals. Next Page Starts Obligatory Provisions.] Page 1 Two Parry Agreement Between the Ciry of Chula Vist¢ ¢rsd South B~ Cniry Services to provide Youth C¢unse[irsg Services OBLIGATORY PROVISIONS PAGES NOW, THEREFORE, for valuable consideration the City and Consultant do herebymutually agree as follows: All of the Recitals above are incorporated into this Agreement by this referettce. ARTICLE L CONSULTANT'S OBLIGATIONS' A. General 1. General Duties. Consultant shall perform all of the services described on Exhibit A, Paragraph 7 (General Duties). 2. Scope of Work and Schedule. In performing and delivering the General Duties, Consultant shall also perform the services,, and deliver to=City the. "Deliverables" ' described in Exhibit A, Paragraph 8, entitled "Scope of Work and Schedule," according to, and within the time frames set forth in Exhibit A, Pazagraph 8, time being of the" - essence of this agreement. The General Duties and the work and Deliverables required in the Scope of Work and Schedule shall be referred to as the "Defined Services." Failure to complete the Defined Services by the times indicated does not, except at the option of the City, terminate this Agreement.. a. Reductions in Scope of Work. City may independently, or upon request from Consultant, from time to time, reduce the Defined Services to be performed by the Consultant-under this Agreement. Upon doing so, City and Consultant agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction in . the compensation associated with the reduction. b. Additional Services. In addition to performing the Defined Services, City, may require Consultant to perform additional consuhing services related to the Defined Services (Additional Services), and upon doing so in writing, if they are within the. scope of services offered by Consultant, Consultant shall perform same on a time and "materials basis at the rates set forth in the "Rate Schedule" in Exhibit A, Paragraph 10(C), unless a separate fixed fee is otherwise agreed upon. All compensation for Additional Services shall be paid monthly as billed. 3. Standard of Care. The Consultant expressly warrants that the work. to be .performed pursuant to this Agreement; whether Defined Services or.Additional Services, shall be performed in accordance with the standard of care ordinarily exercised by members of the profession currently practicing under similar conditions and in similar locations. a. No Waiver of Standard of Care. Where approval by City is required, it is understood to be conceptual approval only and does not relieve the Consultant of responsibility, for complying with all laws, codes, industry standards, and liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of the Consultant or its subcontractors. _ Page 2 Two Parry Agreemend Befween the City ojChula Ytsta and Sou[h B~ Co~nity Services to provide Poufh Counseling Services B. Application of Laws. Should a federal or state law pre-empt a local law, or regulation, the Consultant must comply with the federal or state law and implementing regulations. No provision of this Agreement requires the Consultant to observe or enforce compliance with any provision, perform any other act, or do any other thing in contravention of federal, state, temtorial, or local law, regulation, or ordinance. -If compliance with any provision of this Agreement violates or would require the Consultant to violate any law, the Consultant agrees to notify City immediately in writing. Should this occur, the City and the Consultant agree that they will make appropriate arrangements to proceed with or, if necessary, amend or terminate this Agreement, or portions of it, expeditiously. Subcontractors. Consultant agrees to take appropriate measures necessary to ensure that all participants utilized by the Consultant to complete its obligations under this Agreement, such as subcontractors, comply with all applicable laws, regulations, ordinances, and policies, whether federal, state, or local, affecting Project implementation. In addition, if a subcontractor is expected to fulfill any responsibilities of the Consultant under this Agreement, the Consultant shall ensure that the subcontractor carves out the Consultant's responsibilities as set forth in this Agreement. C. Insurance ' General. Consultant must procure and maintain, during the period of performance of this Agreement, "and for twelve months after completion, policies of insurance from'insurance companies to protect against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work under this Agreement and the results of that work by the Consultant, his agents, representatives, employees or subcontractors, and provide documentation of same prior to commencement of work. 2. Minimum Scone of Insurance. Coverage must be at least as broad as: a. CGL. Insurance Services Office Commercial General Liability coverage (occurrence ForniCG0001). ~ '~' ._ , b. Auto. Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto): ' c. WC. ~ Workers' Compensation insurance- as required by the State of California and Employer's Liability Insurance. d. E&O. Professional Liability or Errors & Omissions Liability insurance appropriate to the Consultant's profession. Architects' and Engineers' coverage is to be endorsed to include contractual liability. 3. Minimum' Limits of Insurance. Consultant must maintain limits no less than those included in the table below: p Page 3 Two Party Agreement Be[iveen the City ojCltula f csta and South Bafiy CoSSv~wnity Services to provide Yauth Counsefiug Services ' i. General Liability: $1,000,000 per occurrence for bodily injury, personal injury, (Including (including death), and property damage. If Commercial General operations, Liability insurance with a general aggregate limit is used, either products and the general aggregate limit must apply separately to this completed Project/location'orthe general aggregate limit must be twice the operations, as .required occurrence limit. ap licable) ~. ii. Automobile $1,000,000 per accident for bodily injury, •including death, and Liability: property damage. .iii. Workers' Statutory Compensation. $1,000,000 each accident Employer's $1,000,000 disease-policy limit Liability: $1,000,000 disease-each em loyee iv. Professional $1,000,000 each occurrence 'Liability or Errors & Omissions Liability: 4. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City; either the insurer will " reduce or eliminate such deductibles or self-insured retentions as they pertain to the City, • its officers, officials, employees and volunteers; or the Consultant will provide a-financial ` - ' guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. 5. Other Insurance Provisions. The general liability, automobile liability; and' where appropriate, the worker's compensation policies are to contain, or be endorsed to contain, ,' the following provisions: a. Additional Insureds. City of Chula Vista; its officers, officials, employees; agents, and volunteers are to be named as additional insureds with respect to all policies of insurance, including those with respect to liability azising out of automobiles owned, leased, hired or borrowed by or on behalf of the Consultant, where applicable; and, with respect to liability arising out of work or operations performed by or on behalf of the Consultant, including providing .materials, parts or equipment furnished in connection with such work of operations. The general liability additional insured coverage .must be provided in the form of an endorsement to the Consultant's , .insurance using ISO CG 2010 (11/35) or its equivalent. Specifically, the endorsement must not exclude Products/Completed Operations coverage: ' b. Primary Insumance. The Consultant's General Liability insurance coverage must be- primary insurance as it pertains to the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, ' officials, employees, or volunteers is wholly separate from- the insurance of the _ pp Page 4 r5vo Parry Agreement Be[ween the City of Chula ~s[a and South Ba,~CoMmuniry Services to provide Yauah CoureseGng Services Consultant and in no way relieves the Consultant from its responsibility to provide insurance. ' c. Cancellation. The insurance policies required by this Agreement shall not be canceled by either party, except after thirty days' prior written notice to the City by certified mail, return receipt requested. The words ``will endeavor" and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents, or representatives" shall be deleted from all certificates. d. Active Negligence. Coverage shall not extend to any indemnity coverage for the active negligence of the additional insureds in any case where an agreement to indemnify the additional insured would be invalid under Subdivision (b) of Section 2782 of the Civil Code. ' ' ~- e. YYaiver of Subrogation. Consultant's insurer will provide a Waiver of Subrogation in favor of the City for each required policy providing coverage for the term required by this Agreement. c. 6. Claims Forms. If General Liability, Pollution and/or Asbestos Pollution Liability andlor Errors & Omissions coverage are written on a claims-made form: a. Retro Date. The "Retro Date" must be shown, and must be before the date of the Agreement or the beginning of the work required by the Agreement. b. Maintenance and Evidence. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the work required by the Agreement. c. Cancellation. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a "Retro Date" prior to the effective date of the Agreement, the Consultant must purchase "extended reporting" coverage for a minimum of five years after completion of the work required by the Agreement. d.' Copies. A' copy of the claims reporting requirements must be submitted to the City for review. 7. Accentability of Insurers. Insurance is to be placed with licensed insurers admitted to transact business in the State of California with a current A.M. Best's rating of no less than A V. If insurance is placed with a surplus lines insurer, insurer must be listed on the State of California List of Eligible Surplus Lines Insurers (LESLI)-with a current A.M. Best's rating of no less than A X. Exception may be made for the State Compensation Fund when not specifically rated. ' 8. Verification of Coverage. Consultant shall furnish the City with original certificates and . amendatory endorsements effecting coverage required by Section LC. of this Agreement. The endorsements should be on insurance industry forms, provided those endorsements ((~~ Page 5 Two Party Agreement Belweeu the City oJChu[a Vuta and South I~y C~rYmunity Services to provide Youth Counseling Services or policies conform to the requirements of this Agreement. All certificates and endorsements are to be,received and approved by the City before work commences. The City reserves the light to require, at any time, complete, certified copies of all required insurance policies, including endorsements evidencing the coverage required by these specifications. , 9. Subcontractors. Consultant must include all subconsultants as insureds under its policies of furnish separate certificates and endorsements for each subconsultant. All coverage for subconsultants is subject to all of the requirements included in these specifications. 10. Not a Limitation of Other Obligations. Insurance provisions under this Article shall not be construed to limit the Consultant's obligations under this Agreement, including Indemnity.- D. ,Security for Performance 1. Performance Bond.. hi the event that Exhibit A, at Paragraph 18, indicates the need for Consultant to provide a Performance Bond (indicated by a check mark in the parenthetical space immediately preceding the subparagraph entitled "Performance Bond"), then Consultant shall provide to the City a performance bond, in the amount indicated at Exhibit A, Paragraph 18, in the form prescribed by the City and by such sureties which are. authorized to transact such business in the State of Califomia,~listed as approved by the United States Department of Treasury Circular 570, http://dnvw.fms.treas.gov/c570, and whose underwriting limitation. is suffccient to issue bonds in the amount required by the Agreement, and which also satisfy the. requirements .stated in Section 995.660 of the Code of Civil Procedure, except as provided otherwise by laws or regulations. All bonds signed by an agent must be accompanied by a certified copy- of such agent's authority to act. Surety companies must be duly licensed or authorized in the jurisdiction in which the Project is located to issue bonds for the limits so required. Form must be satisfactory to the Risk Manager or City. 2. Letter of Credit. In the event that Exhibit A, at Paragraph 18, indicates the need for Consultant to provide a Letter of Credit (indicated by a check mark in the parenthetical space immediately preceding the subpazagraph entitled "Letter of Credit"), then Consultant shall provide to the City an irrevocable letter of credit callable by the City at its unfettered discretion by submitting to the bank a letter, signed by the City Manager, stating that the Consultant is in breach of the terms of this Agreement. The letter of .credit shall be issued by a bank, and be in a form and amount satisfactory to the Risk Manager or City Attorney which amount is indicated in the space adjacent to the term; "Letter of Credit," in Exhibit A, Paragraph 18. . 3. Other Securitv. In the event that Exhibit A, at Paragraph 18, indicates the need for Consultant to provide security other than a Performance Bond or a Letter of Credit (indicated by a check mark in the parenthetical space immediately preceding the subparagraph entitled "Other Security"), then Consultant shall provide to the City such Page 6 Two Party Agreement Between Eke City of Chula ~sfa and South 1~y ~~xiry Services to provide Yauth Counseling Services other security therein listed in a form and amount satisfactory to the Risk Manager or City Attorney. E. Business-License. Consultant agrees to obtain a business license from the City and to otherwise comply with Title 5 of the Chula Vista Municipal Code. ARTICLE II. CITY OBLIGATIONS A. Consultation and Cooperation. City shall regularly consult the Consultant for the purpose of reviewing the progress of the Defined Services and Schedule, and to provide direction and guidance to achieve the objectives of this Agreement. The City shall allow Consultant access to its office facilities, files and records, as deemed necessazy and appropriate by the City, throughout the term of this Agreement. In addition, City agrees to provide the materials identified at Exhibit A, Paragraph 9, with the understanding that delay in the provision of those materials beyond thirty days after authorization to proceed, shall constitute a basis for the justifiable delay in the Consultant's performance. B. Compensation. L Following Receipt of Billing. -Upon receipt of a properly prepazed bill from Consultant, submitted to the City as indicated in Exhibit A, Paragraph 17, but in no event more frequently than monthly, on the day of the period indicated in Exhibit A, Pazagraph 17, City shall compensate Consultant for all services rendered by Consultant according to the terms and conditions set forth in Exhibit A, Paragraph l0, adjacent to the governing compensation relationship indicated by a "checkmaik" next to the appropriate arrangement, subject to-the requirements for retention set forth in Pazagraph 18 of Exhibit A, and shall compensate Consultant for out of pocket expenses as provided in Exhibit A,-Paragraph 11. 2. Supportin¢ Information. Any billing submitted by Consultant shall contain sufficient information as to the propriety of the billing, including properly executed payrolls, time ' records, invoices, contracts, or vouchers describing in detail the nature of the. chazges to the Project in order to permit the City to evaluate that the amount due and payable is proper, and such billing shall specifically contain the City's account number indicated on Exhibit A, Paragraph 17(C) to be charged upon making such payment. 3'. Exclusions. In determining the amount of the compensation City will exclude any cost: 1) incurred-prior to the effective date of this Agreement; or 2) arising out of or related to the errors, omissions, negligence or acts of willful misconduct of the Consultant, its agents, employees, or subcontractors. a. Errors and Omissions. In the event that the City Administrator determines that the Consultant's negligence, errors, or omissions in the performance of work under this Agreement has resulted in expense to City greater than would have resulted if there were no such negligence; errors, omissions, Consultant shall reimburse City for any additional expenses incurred by the City. Nothing in this ii qq Page 7 Two Parry Agreemext Between (ke Ciry ofChu[a Puta and South ~y Cbtfnrranity Services to provide Youth Course&ng Services paragraph is intended to limit City's rights under other provisions of this Agreement. 4. Payment Not Final Approval. The Consultant understands and agrees that payment to the Consultant for any Project cost does not constitute a City final decision about whether - that cost is allowable and eligible for payment under the Project and does not constitute a waiver of any violation of Consultant of the terms of the Agreement. The Consultant acknowledges that City will not make a final determination about the eligibility of any cost until the final payment has been made on the Project or the results of an audit of the Project requested by the City has been completed, whichever occurs latest. If City determines that the Consultant is not entitled to receive any portion of the compensation due or paid, City will notify the Consultant in writing, stating its reasons. The Consultant agrees that Project closeout will not alter the Consultant's responsibility to return any funds due City as a result of later refunds, corrections, or other similar transactions; nor will Project closeout alter the light of City to disallow costs and-recover funds provided for the Project on the basis of a later audit or other review. a. Consultant's Obligation to Pay. Upon notification to the Consultant that specific amounts are owed to City, whether for excess payments or disallowed costs, the Consultant, agrees to remit to City promptly the amounts owed, including applicable interest. ARTICLE III. ETHICS A. Financial Interests of Consultant 1. Consultant is Designated as an FPPC Filer. If Consultant is designated on Exhibit A, Paragraph 14, as an "FPPC filer," Consultant is deemed to be a '`Consultant" for the purposes of the Political Reform Act conflict of interest and disclosure provisions, and shall report economic interests to the City Clerk on the required Statement of Economic Interests in such reporting categories as are specified in Paragraph 14 of Exhibit A, or if none are specified, then as determined by the City Attorney. 2. No Participation in Decision. Regardless of whether Consultant is designated as an FPPC Filer, Consultant shall not make, or participate in making or in any way attempt to use Consultant's position to influence a governmental decision in which Consultant knows or has reason to know Consultant has a financial interest other than the compensation promised by this Agreement. 3. Search to Determine Economic Interests. Regardless of whether Consultant is designated ' as an FPPC Filer,. Consultant warrants and represents that Consultant has diligently conducted a search and inventory of Consultant's economic interests, as the term is used in the regulations promulgated by the Fair Political Practices Commission, and has determined that Consultant does not, to the best of Consultant's knowledge, have an economic interest which would conflict with Consultant's duties under this Agreement. cQ iiqq ~ Page8 Two Party Agreement Between the City ofChu[u (rst¢ ¢nd South $Vty~'drMuunity Services to provide Youth Counseling Services 4. Promise Not to Acquire Conflicting Interests. Regardless of whether Consultant is designated as an FPPC Filer, Consultant further warrants and represents that Consultant will not acquire, obtain, or assume an economic interest during the term of this Agreement which would constitute a conflict of interest as prohibited by the Fair Political Practices Act. 5. Duty to Advise of Conflicting Interests. Regardless of whether Consultant is designated as an FPPC Filer, Consultant further warrants and represents that Consultant will immediately advise the City Attorney if Consultant learns of an economic interest of Consultant's that may result in a conflict of interest for the purpose' of the Fair Political Practices Act, and regulations promulgated thereunder. 6. Specific Warranties AQa1nSt Economic Interests. Consultant warrants, represents and agrees that: a. Neither Consultant, nor Consultant's immediate family members, nor Consultant's employees or agents (Consultant Associates) presently have any interest, directly or indirectly, whatsoever in any property which may be the snbj ect matter of the Defined Services, or in any property within 2 radial miles from the exterior boundaries of any property which may be the subject matter of the Defined Services, (Prohibited Interest), other than as listed in Exhibit A, Paragraph 14. b. No promise of future employment, remuneration, consideration, gratuity or other reward or gain has been made to Consultant or Consultant Associates in connection with Consultant's performance of this Agreement. Consultant promises to advise City of any such promise that may be made during the Term of this Agreement, or for twelve months thereafter. c. Consultant Associates shall not acquire any such Prohibited Interest within the Term of this Agreement, or for twelve months after the expiration of this Agteement, except with the written permission of City. ' d. Consultant may not conduct or solicit any business for any party to this Agreement, or for any third party that may be in conflict with Consultant's responsibilities under this Agreement, except with the written permission of City. IV. LIQUIDATED DAMAGES A. Application of Section. The provisions of this section apply if a Liquidated Damages Rate is provided in Exhibit A, Paraa aph 13. 1. Estimating Damages. It is acknowledged by both parties that time is of the essence in the completion of this Agreement. It is difficult to estimate the amount of'damages resulting from delay in performance. The parties have used their judgment to arrive at a reasonable amount to compensate~for delay. Q Page 9 Two Parry Aa Bement Befiveen the City ajChula t csta and South ~y L~t7inuniTy Services to provide Youth Caunsefing Services 2. Amount of Penalty. Failure to complete the Defined Services within the allotted time period specified in .this Agreement shall result in the following penalty: For each consecutive calendar day in excess of the time specified for the completion of the respective work assignment or Deliverable, the Consultant shall pay to the City, or have withheld from monies due, the sum of Liquidated Damages Rate provided in Exhibit A, Paragraph 13 (Liquidated Damages Rate). 3. Request for Extension of Time.. If the performance of any act required of Consultant is directly prevented or delayed by reason of strikes, lockouts,. labor disputes, unusual governmental delays, acts of God, fire,. floods, epidemics, freight embargoes, or other causes beyond the .reasonable control of the Consultant, as determined by the, City, Consultant shall be excused from performing that act for the period of time-equal to the period of time of the prevention or delay. In the event Consultant claims the existence of such a delay, the Consultant shall notify the City's Contract Administrator, or designee, in writing of that fact within ten calendar days after the beginning of any such claimed delay. Extensions of time will not be granted for delays to minor portions of work unless it can be shown that such delays did or will delay the progress of the work. ARTICLE V. INDEMNIFICATION A. Defense, Indemnity, and Hold Harmless. 1. General Requirement. Except for liability for Design Professional Services covered under Article V., Section A.2., Consultant shall defend, indemnify, protect and hold harmless the City, its elected and appointed officers, agents and employees, from and against any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence, or willful misconduct of Consultant, its officials,. officers, employees, agents, and contractors, arising out of or in connection with the performance of the Defined Services or this Agreement: This indemnity provision does not include any .claims, damages, liability, costs and expenses (including without limitations, attorneys fees) arising from the sole negligence, active negligence or willful; misconduct of the City, its officers, employees. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the City, its agents, officers, or employees which may be in combination with the active or passive negligent acts or omissions of the Consultant, its employees, agents or officers, or any third party. 2.' Design Professional Services. If Consultant provides design professional services, as defined, by California Civil Code section 2782.5,. as may be amended from time to time, Consultant shall defend, indemnify and hold the City, its officials, officers; employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising-out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the S Page 10 Two Party Agreement Selween the City of Chula Ptita and South ~y C~rMnunity Services to provide Youth Cautaeling Services performance of Consultant's services. Consultant's duty to defend, indemnify, and hold harmless shall not include any claims or liabilities arising from the sole negligence, active negligence or willful misconduct of the City, its agents, officers or employees. This section in no way alters, affects or modifies the Consultant's obligations and duties under this Agreement. 3. Costs of Defense and Award. Included in the obligations in Sections A.1 and A.2, above, is the Consultant's obligation to defend, at Consultant's own cost, expense and risk, any and all suits, actions or other legal proceedings, that may be brought or instituted against the City, its directors, officials, officers, employees, agents and/or volunteers; subject to the limitations in Sections A.1. and A.2. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents and/or volunteers, for any and all related legal expenses and costs incurred by each of them, subject to thelimitations in Sections A.1: and A.2. 4. Insurance Proceeds. .Consultant's obligation to indemnify ,shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials, officers, employees, agents, and/or volunteers. 5. Declarations. Consultant's obligations under Article V shall not be limited by any prior or subsequent declaration by the Consultant. 6. Enforcement Costs. Consultant agrees to pay any and all costs City incurs enforcing the indemnity and defense provisions set forth in Article V. 7. Survival. Consultant's obligations under Article V shall survive the termination of this Agreement. ARTICLE VL TERMINATION OF AGREEMENT A. Termination for Cause. If, through any cause, Consultant shall fail to fulfill in a timely and proper manner Consultants obligations under this Agreement, or if Consultant shall violate any of the covenants, agreements or stipulations of this Agreement, City shall have the right to terminate this Agreement by giving written notice to Consultant of such termination and specifying the effective date .thereof at least five (5) days before the effective date of such termination. In that event, all _ finished or unfinished documents, data, studies, surveys, drawings; maps, reports and other materials prepared by Consultant shall, at the option of the City, become the property of the City, and Consultant shall be entitled to receive just and equitable compensation, in an amount not to'exceed that payable under this Agreement and less any damages caused City by Consultant's breach, for any work satisfactorily completed on such documents and other materials up to the effective date of Notice of Termination. B. Termination,of Agreement for Convenience of City. City may terminate this Aa Bement at any time and for any reason, by giving specific written notice to Consultant of such termination and specifying the effective date thereof, at least thirty (30) days before the effective date of-.such termination. In that event, all finished and unfinished documents and cc Page 11 Two Party Agreement Be[ween the City ojChula Vut¢ ¢nd South B~+Z't~~tuniry Services to provide Yauth Counseling Services other materials described hereinabove shall, at the option of the City, become City's sole and exclusive property. If the Agreement is terminated by City as provided in this paragraph, Consultant shall be entitled to receive just and equitable compensation, in an amount not to exceed that payable under this Agreement, for any satisfactory work completed on such documents and other materials to the effective date of such termination. Consultant hereby expressly waives any and all claims for damages or compensation arising under this Agreement except as set forth in this section. ARTICLE VII. RECORD RETENTION AND ACCESS A. Record Retention. During the course of the Project and for three (3) years following completion, the. Consultant agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the Project as City may require. B. Access to Records of Consultant and Subcontractors. The Consultant agrees to permit, and require its subcontractors to permit City or -its authorized representatives, upon request, to inspect all Ptoject work, materials, payrolls, and other data, and to audit the books, records, and accounts of the Contractor and its subcontractors pertaining to the Project. C. Project Closeout. The Consultant agrees that Project closeout does not alter the reporting and record retention requirements of this Agreement. ARTICLE VIII. PROJECT COMPLETION, AUDIT, AND CLOSEOUT A. Projecf Completion. Within ninety (90) calendaz days following Project completion or termination by City, Consultant agrees to submit a final certification of Project expenses and audit reports, as applicable. B. Audit of Consultants. Consultant agrees to perform financial and compliance audits the City may require. The Consultant also agrees to obtain any other audits required by City. Consultant agrees that Project closeout will not alter Consrltant's'auditresponsibilities. Audit costs are allowable Project costs. C. Project Closeout. Project closeout occurs when City notifies the Consultant that City has closed the Project, and either forwards the final payment or acknowledges that the Consultant has remitted the proper refund. The Consultant agrees that Project closeout by City does not invalidate any continuing requirements imposed by the Agreement. or any unmet requirements set forth in a written notification from City : ARTICLE IX. MISCELLANEOUS PROVISIONS A. Assignability. The services of Consultant are personal to the City, and Consultant shall not assign any interest in this Agreement, and shall not transfer any interest in the same (whether by,assignment or notation), without prior written consent of City. 77 Page 12 ' Two Parry Agreement Between the City of Chula Vista and Sauth 1>~y L~rrftnunity Services fa provide Yatdh Counsefing Services 1. Limited Consent. City hereby consents to the assignment of the portions of the Defined Services identified in Exhibit A, Paragraph 16 to the subconsultants identified as "Permitted subconsultants." ' B. Ownership, Publicafion, Reproduction and Use of Material .All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials. or properties produced under this. Agreement shall be the sole and exclusive property of City. No such materials or properties produced in whole or in part under this Agreement shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any other country without the express written consent of City. Ciry shall have unrestricted authority. to publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute; and otherwise use, copyright or patent, in whole or in part, any such reports, studies, data, statistics, forms or other materials or properties produced under this Agreement. C. Independent Contractor. City is interested'only in the results obtained and Consultant shall " perform as an independent contractor with sole control of the manner and means of performing the services required under this Agreement. City maintains the right only to reject or accept Consultant's work products. Consultant and any of the Consultant's agents, employees or representatives are, for all purposes under this Agreement, independent contractors and shall not be deemed to be employees of City, and none of them shall be entitled to any benefits to which City employees are entitled including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Therefore, City will not withhold state or federal income tax, social security tax or any other payroll tax, and Consultant shall be solely responsible for the payment of same and shall hold the City harmless with regard to them. 1. Actions on Behalf of City. Except as City may specify. in writing, Consultant 'shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever, as an agent or otherwise. Consultant shall have no authority, express or implied; to bind City or its members, agents, or employees, to any obligation whatsoever, unless expressly provided in this Agreement. 2. No Oblieations to Third Parties. In connection with the Project, Consultant agrees and shall require that its agents, employees, subcontractors agree that City shall not be responsible for any obligations or liabilities to any third party, including its' agents, employees, subcontractors, or other person or entity that is not a party to this Agreement. Notwithstanding that City may have concurred in or approved any solicitation, subagreement, or third party contract at any tier, City shall have no obligation or liability to any person or entity not a party to this Agreement. D. Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this Agreement, against City unless a claim has fiist been presented in writing and filed with City and acted upon by City iri accordance with the procedures set forth in Chapter 1.3G of the Chula Vista Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as if fully set forth Qp Page 13 Two Party Agreement Between the City of Chu!¢ Vsta ¢nd South ~y C~t}Rvrteniry Services to provide Youth Counseling Services herein, and such policies and procedures used by City in the implementation of same. Upon .request by City, Consultant shall meet and confer in good faith with,City for the purpose of resolving any dispute over the terms of this Agreement. E. Administration of Contract. Each party designates the individuals' (Contract Administrators) indicated on Exhibit A, Paragraph 12, as that party's contract administrator who is authorized by the party to represent it in the routine administration of this Agreement. F. Term. This Agreement shall terminate when the parties have complied- with all executory provisions hereof. G. Attorney's Fees. Should a dispute arising out of this Agreement result in litigation, it is agreed that the prevailing party shall be entitled to a judgment against the other for an- amount equal to reasonable attorneys' fees and court costs incurred. The "prevailing party" shall be deemed to be the party who is awarded substantially the relief sought. H. Statement of Costs. In the. event that Consultant prepares a report or document, or participates in the preparation of a report or document in performing the Defined Services, Consultant shall include, or cause the inclusion of, in the report or document, a statement of the numbers and cost in dollar amounts of all contracts and subcontracts relating to the preparation of the report or document. - ' I. Consultant is Real Estate Broker and/or Salesman. If the box on Exhibit A, Paragraph 15 is marked, the Consultant and/or its principals is/are licensed with the State of, California or . some other state as a real estate broker or salesperson. Otherwise, Consultant represents that neither Consultant, nor its principals are licensed real estate brokers or salespersons. J. Notices. • All notices, demands or requests provided for or.permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested, at the addresses identified in this Agreement as the places of business for each of the designated parties. , K. Integration. This Agreement, together with any other written document referred to or contemplated in it, embody the entire Agreement and understanding between the parties relating to the subject matter hereof. Neither this Agreement nor any provision of it may be amended, modified, waived or discharged except by an instrument in writing executed by the party against which enforcement of such amendment, waiver or discharge is sought. L. Capacity of Parties. Each signatory and party to this Agreement warrants and represents to the other party that it$as legal authority and capacity and direction from its principal to enter into this Agreement, and that all necessary resolutions or other actions have been taken so as to enable it to enter into this Agreement. o Page 14 Two Party ~lgreemenl ISe[ween the City of CIsola Vista and South ~y L~~M~wnity Services to provide Youth Counseling Services M. Governing Law/Venue. This Agreement shall be governed by and construed in accordance with the law's' of the State of California. Any action arising under or relating to this Agreement shall be brought only in'the federal or state courts located in San Diego County, State of California, and if applicable, the City of Chula Vista, or as close thereto as possible. Venue for this Agreement, and performance under it, shall be the City of Chula Vista. (End of page. Next page is signature page.) ,. ~ ~~ ((~~ Page 15 Two Party Agreement Be[weers the City of Chula !rota ¢rsd South B~y CblMnursity Services to provide Youth Counseling Services '. Signature Page to ~~ - ~ Agreement between City of Chula Vista. and South Bay Community Services, To Provide Youth Counseling Services IN WITNESS WHEREOF, City and Consultant have executed this Agreement, indicating that they have read and understood same, and indicate their full and complete consent to its terms: ` - City of Chula Vista By: Attest: .Donna Norris; City Clerk Approved as to form: Glen R. Googins, City Attorney Cheryl Cox, N South Bay Community Services Executive Director Exhibit List to Agreement: Exhibit A _ 9q ~~ Page 16 Twa Party ~reement Bdween the City of Chula ~sfa and South ~ Cfi~hnundry Services to provide Po~dh CourzseGg Services Exhibit A to ' Agreement between City of Chula Vista and , South Bay Community Services 1. Effective Date: The Agreement shall take effect upon full execution of the Agreement, as of the effective date stated on page 1 of the Agreement. 2. City-Related Entity: (X) City of Chula Vista, a municipal chartered corporation of the State of California OThe Chula Vista Public Financing Authority, a = OThe Chula Vista Industrial Development Authority, a ()Other: (City) 3. Place of Business for City: City of Chula Vista 276 Fourth Avenue Chula Vista, CA 91910 4. Consultant: South Bay Community Services 5. Business Form of Consultant: ( )Sole Proprietorship ( )Partnership (X) Corporation a [insert business form] 6. Place of Business, Telephone and Fax Number of Consultant: 430 F Street Chula Vista, CA 91910 Phone: (619) 420-3620 Fax: (619) 420-8722 7. General Duties: SBCS will provide counseling and outreach services to youth and families who are referred through the juvenile diversion program. qq qq Page 17 Two Party Agreemeut Between the Ciry ojChuta Vista ¢nd South ~y Caf[irmniry Services to provide Youth Counseling Services ' 8.. Scope of Work and Schedule: A. Detailed-Scope of Work: Provide assessment and treatment plan services to juvenile offender first referrals following arrest and runaways. Provide individual, family and/or. group counseling services to youth and families who are referred through the juvenile diversion program. Other .services may include parenting classes, substance abuse counseling, mediation, educational assistance and anger management instruction. Provide for athree-month and six-month follow-up by phone or mail to check if clients -are following through with their contract obligations. In addition to the follow-up contracts, records will be kept by logging cases on a master list and providing monthly statistics. Provide for crisis intervention by telephone and meetings for families in need of immediate services for mediation and counseling. Provide monthly invoice for counseling and outreach services rendered. B. Date for Commencement of Consultant Services: (X) Same as Effective Date of Agreement ()Other: C. Dates or Time Limits for Delivery of Deliverables: Deliverable No. 1: Provide quarterly and annual reports on status of programs; Runaway and Homeless Outreach; Youth Diversion Program. Deliverable No. 2: Deliverable No.'3: D. Date for completion of ail Consultant services: 6/30/2014, subject to up to four one-year extensions (through 6/30/2018) by mutual agreement of both parties. 9. Materials Required to be Supplied by City to Consultant: None 10. Compensation: A. (Xf Single Fixed Fee Arrangement. For performance of all of the Defined Services by Consultant as herein required, City shall pay a single fixed fee in the amounts and at the times or milestones or for the Deliverables set forth below: _~qQQ Page 18 Twa Party Agreement Between the Ciry ojChula Vista and South ~ Cbldlrteenity Services to provide Youth Counsefing Services Single Fixed Fee Amount: $120,000 per year, payable as follows: Monthly installments of $10,000 per month. Milestone or Event or Deliverable Amount of Percent of Fixed Fee O 1. Interim Monthly Advances. The City shall make interim monthly advances against the compensation due for each phase on a percentage of completion basis for each given phase such that, at the end of each phase only the compensation for that phase has been paid. Any payments made hereunder shall be considered as interest free loans that must be returned to the City if the Phase is not satisfactorily completed. If the Phase is satisfactorily completed, the City shall receive credit agairist the compensation due for that phase: The retention amount or percentage'set forth in Paragraph 19 is to be applied to each interim payment such that, at the end of the phase, the full retention has been held back from the compensation due for that phase. Percentage of completion of a phase shall be assessed in the sole and unfettered discretion by the Contracts Administrator designated hereinby the City, or such other person as the City Manager shall designate, but only upon such proof demanded by the City that has been provided, but in no event shall such interim advance payment be made unless the Consultant shall have represented in writing that said percentage of completion of the phase has been performed by the Corisultant. The practice of making interim monthly advances shall not convert this agreement to a time and materials basis of payment. B. ()Phased Fixed Fee Arrangement. For the performance of each phase or portion of the Defined Services by Consultant as are separately identified below, City shall pay the fixed fee associated with each phase of Services, in the amounts and at the times or milestones or Deliverables set forth. Consultant shall not commence Services under any Phase, and shall not be entitled to the compensation for a Phase, unless City shall have issued a notice to proceed to Consultant as to said Phase.. Phase Fee for Said Phase 1 ~ $ 2. $ 3. $ O 1. Interim Monthly Advances. The City shall make interim monthly advances against the compensation due for each phase on a percentage of completion basis for each given phase .such that, at the end of each phase only the compensation for that phase has been paid. Any payments made hereunder shall be considered as interest free loans that must be returned to the City if the Phase is not satisfactorily completed. If the Phase is satisfactorily completed, the City shall receive credit against the compensation due for that phase. The retention amount or percentage set ' q~ Page 19 t Two Party Agreement Between the City ojChu[a 1/tsta and South ~y Cfi>3rruniry Services !a provide Youth Counseling Services ' i forth in Paragraph 18 is to be applied to each interim payment such that,'at the end of the phase, the full retention has been held back from the compensation due for that phase. Percentage of completion of a phase shall be assessed in the sole and unfettered discretion by the Contracts Administrator designated herein by the City, or such other person as the City Manager shall designate, but only upon such proof demanded by the City that has been provided, but in no event shall such interim advance payment be made unless the Consultant shall have represented in writing that said percentage of completion of the phase has been performed by the Consultant. The practice of making interim monthly advances shall not convert this agreement to a time and materials basis of payment. C. OHourly Rate Arrangement -For performance of the Defined Services by Consultant as herein required, City shall pay Consultant for the productive hours of time spent by Consultant in-the performance of said Services, at the rates or amounts set forth in the Rate Schedule herein below according to the following terms and conditions: (1) ONot-to-Exceed Limitation on Time and Materials Arrangement Notwithstanding the expenditure by Consultant of time and materials in excess of said Maximum Compensation amount, Consultant agrees that Consultant will perform all of the Defined Services herein required of Consultant for $ , including all Materials, and other "reimbursables" (Maximum Compensation). (2) {)Limitation without Further Authorization on Time and Materials Arrangement • At such time as Consultant shall have incurred time and materials equal to $ ~ ~ (Authorization Limit), Consultant shall not be entitled to any additional compensation without further authorization issued in writing and approved by the City. Nothing herein shall preclude Consultant from providing additional Services at Consultant's own cost and expense. See Exhibit B for wage rates. (-) Hourly rates may increase by 6% for services rendered after [month]; 20 , if delay in providing services is caused by City. 11. Materials Reimbursement Arrangement For the cost of out of pocket expenses incurred by Consultant in the performance of services herein required, City shall pay Consultant at the rates or amounts set forth below: (X)None, the compensation includes all costs. Cost or Rate O Reports, not to exceed $ $ O Copies, not to exceed $ $ qq Page 20 Twa Party Agreement Be[ween the City of Chula Iruta and South ~y QOr~nity Services to provide Yauth Counselittg Services O Travel, not to exceed $ $ O Printing, not to exceed $ $ O Postage, not to exceed $ $ () Delivery, not to exceed $ O Outside Services: $ O Other Actual Identifiable Direct Costs: $ not to exceed $ • $ not to exceed $ $ 12. Contract Administrators: City: Edwazd Chew, Administrative Services Manager,• City of Chula Vista Consultant: Kathryn Lembo; Executive Director, South Bay Community Services 13. Liquidated Damages Rate: O $ per day. OOther: 14. Statement of Economic Interests, Consultant Reporting Categories, per Conflict of Interest Code (Chula Vista Municipal Code chapter 2.02): (X)Not Applicable. Not an FPPC Filer. O FPPGFiler OCategory No. 1. Investments, sources of income and business interests. OCategory No. 2. Interests in real .property. OCategory No. 3. Investments, business positions, interests in real property, and sources of income subject to the regulatory, permit or licensing authority of the department administering this Agreement. ~ OCategory No. 4. Investments and business positions in business entities and sources of income that engage in land development, construction or the acquisition or sale of real property. ~ OCategory No. 5. Investments and business positions. in~business entities and sources j of income that, within the past two years, have contracted with the City of Chula Vista or the City's Redevelopment Agency to provide services, supplies, materials, machinery or equipment. qq ~~ Page 21 Two Party Agreewent Between the City ojChula Vista and South ~ CbiMrmnity Services [o provide Youth Counseling Services O Category No. 6. Investments and business positions in business entities and sources of income that, within the past two years, have contracted with the department administering this, Agreement to provide services,. supplies, materials, machinery or equipment. OList Consultant Associates interests in real property within 2 radial miles of Project Property, if any: I5. O Consultant is Real Estate Broker and/or Salesman 16. Permitted Subconsultants: None without express written authorization from City. 17. Bill Processing: A: Consultant's Billing to be submitted for the following period of time: (X) Monthly O Quarterly OOther: B. Day of the Period for submission of Consultant's Billing: OFirst of the Month () 15th Day of each Month (X):End of the Month OOther: C. City's Account Number: 14330-6401 18. Security forPerformance OPerformance Bond, $ ()Letter of Credit, $_ OOther Security: Type: Amount: $ p q-t PaQe 22 two Parry Agreement Between tke Ciry of Chu[¢ Asia and Snuth BhSy Cbt~mrttury Services to provide Youth Coause[ing Services ORetention. If this space is checked, then notwithstanding other provisions to the contrazy requiring the payment of compensation to the Consultant sooner, the City shall be entitled to retain, at their option, either the following "Retention Percentage" or "Retention Amount" until the City determines that the Retention Release Event, listed below, has occurred: Retention Percentage; Retention Amount: $ Retention Release Everitt O Completion of All Consultant Services ( )Other: ( )Other: The Retention Amount may be released on a monthly basis provided that Consultant has performed said monthly services to the sole satisfaction of the Assistant City Manager/Director of Development Services or his designee. _ Two Party Agreement Be[ween the Ciry ojChu[¢ C rst¢ ¢nd South b~y C$ddr:u - Page 23 Wiry Services to provide Youth Counseling Services