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HomeMy WebLinkAbout28- Parks, Recreation & Community Services 0 R CITY OF SAN BERNARDINO—REQUEST FOR COUNCIL ACTION From: Kevin Hawkins, Director Subject: RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN Dept: Parks, Recreation& Community BERNARDINO CANCELING THE MONTHLY Services Dept. SERVICES AGREEMENT APPROVED JULY 19, 2010 AND AUTHORIZING THE CITY Date: October 5,2010 MANAGER TO APPROVE AN ANNUAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND THE BOYS & GIRLS CLUB OF SAN BERNARDINO, INC. TO PROVIDE COMMUNITY SERVICES AT THE DELMANN HEIGHTS COMMUNITY CENTER M/CC Meeting Date: October 18,2010 Synopsis of Previous Council Action: 7-19-2010— Council approved Resolution 2010-244 to execute a monthly services agreement between the City of San Bernardino and Boys & Girls Club of San Bernardino, Inc., to operate a community center located at 2969 North Flores Street, San Bernardino, CA. Recommended motion: i Adopt Resolution. Signature Contact person: Beverly Thomas Phone: 384-5031 Supporting data attached: Staff Report,Reso,&Agreement Ward: 6 FUNDING REQUIREMENTS: Amount: $7,155/mo ($85,860/yr) Source: (Acct.No.) 001-380-5502-0000-0074 (Acct. Description) Rec/Comm programs- Professional/Contractual Services Finance: Council Notes: �v�ous�yl3 /0-/F-!0 Agenda Item No. Q CITY OF SAN BERNARDINO —REQUEST FOR COUNCIL ACTION Staff Report Subiect• Resolution of the Mayor and Common Council of the City of San Bernardino canceling the monthly services agreement approved July 19, 2010 and authorizing the City Manager to approve an annual services agreement between the City of San Bernardino and the Boys & Girls Club of San Bernardino, Inc. to provide community services at the Delmann Heights Community Center. Background: For over ten years the City of San Bernardino has contracted the services offered at the Delmann Heights Community Center through the Boys & Girls Club of San Bernardino, Inc. The Boys and Girls Club has provided a host of community programs to youth, adults and seniors in the Delmann Heights neighborhood. The multi-year agreement for these services expired on June 30, 2010 prompting staff to draft a new contract to extend the partnership with the Boys & Girls Club. On July 19, 2010 the Mayor and Common Council approved a monthly services agreement between the City and Boys & Girls Club of San Bernardino, Inc. to continue contractual services at the Delmann Heights Community Center in the amount of$7,155 per month. Given the fiscal climate and challenges the city was facing in balancing the general fund budget the Mayor and Common Council approved a month-to-month service agreement with the Boys and Girls Club versus a traditional annual or multi-year contract. Since the July 19, 2010 approval, the Mayor and Common Council have approved budget strategies that have effectively addressed financial concerns for the next two fiscal years. As a result, staff is recommending the cancelation of the month-to-month agreement and restoration of the traditional annual/multi-year contract. The rate of payment for services would remain at $7,155 per month or $85,860 per year with three optional single year renewals. Financial Impact: The total cost to provide funding to the Boys & Girls Club in FY 2010/11 will be $85,860. Account No.: 001-380-5502-0000-0074 Budgeted Amount: $85,900 Balance as of 7/1/2010: $85,940 Balance after Approval of Item: $40 Please note this balance does not indicate available funding. It does not include non- encumbered reoccurring expenses or expenses incurred but not yet processed. Recommendation: Adopt resolution 1 RESOLUTION NO. C (OPY 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO CANCELING THE MONTHLY SERVICES AGREEMENT APPROVED JULY 19, 3 2010 AND AUTHORIZING THE CITY MANAGER TO APPROVE AN ANNUAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND THE BOYS&GIRLS CLUB 4 OF SAN BERNARDINO, INC. TO PROVIDE COMMUNITY SERVICES AT THE DELMANN HEIGHTS COMMUNITY CENTER. 5 6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 7 8 SECTION 1. The previous Agreement approved by Resolution 2010-244 between the 9 City of San Bernardino and the Boys & Girls Club of San Bernardino, Inc., is hereby canceled for 10 the operation of the Delmann Heights Community Center. 11 SECTION 2. The Mayor and Common Council of the City of San Bernardino hereby 12 authorize the City Manager to execute the Services Agreement with the Boys and Girls Club of San 13 Bernardino Inc. to operate the Delmann Heights Community Center located at 2969 North Flores 14 Street, San Bernardino, California on an annual basis,beginning July 31,2010, a copy of which is 15 attached hereto,marked as Exhibit"A"and incorporated herein by reference as fully as though set 16 forth at length. 17 SECTION 3. Any action taken under this agreement between July 31,2010, and the date 18 that this resolution is adopted is hereby ratified. 19 SECTION 4. The authorization to execute the above referenced agreement is rescinded if 20 the parties to the agreement fail to execute it within sixty(60)days of the passage of this resolution. 21 22 23 24 25 26 27 21 /// 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO CANCELING THE MONTHLY SERVICES AGREEMENT APPROVED 2 JULY 19,2010 AND AUTHORIZING THE CITY MANAGER TO APPROVE AN ANNUAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND THE 3 BOYS & GIRLS CLUB OF SAN BERNARDINO, INC. TO PROVIDE COMMUNITY SERVICES AT THE DELMANN HEIGHTS COMMUNITY CENTER. 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor 6 and Common Council of the City of San Bernardino at a meeting thereof,held on 7 the_day of , 2010,by the following vote, to wit: 8 9 COUNCIL MEMBERS: AYES NAYS ABSTAIN ABSENT 10 MARQUEZ 11 DESJARDINS 12 BRINKER 13 SHORETT 14 KELLEY 15 JOHNSON 16 MC CAMMACK 17 18 Rachel Clark, City Clerk 19 The foregoing Resolution is hereby approved this_day of , 2010. 20 21 22 PATRICK J. MORRIS, Mayor 23 City of San Bernardino 24 Approved as to form: 25 JAMES F. PENMAN, City Attorney 26 27 By: 28 Exhibit A CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT This Services Agreement is entered into this day of October, 2010,by and between Boys &Girls Club of San Bernardino,Inc. ("CONSULTANT") and the City of San Bernardino ("CITY"or"San Bernardino"). WITNESSETH: WHEREAS, the CITY has provided vital social, recreational and community services to I Ward 6 residents for 40 years at the Delmann Heights Community Care Center; and WHEREAS, the CITY desires to continue and expand social, recreational and community services to Ward 6 residents; and WHEREAS, CONSULTANT has demonstrated experience in the management and operation of social, recreational and community services to the citizens of San Bernardino, in particular Ward 6 residents; and WHEREAS, the CITY desires to retain the services of CONSULTANT for the purpose of management and operation of social, recreational and community services at Delmann Heights Community Center. NOW,THEREFORE, the parties hereto agree as follows: 1. SCOPE OF SERVICES. CONSULTANT shall, perform and carry out in a good and professional manner the following services: A. Operate the Delmann Heights Community Center Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm, exclusive of the holidays on which City Hall is closed. 1 B. Plan and implement youth, teen and family programs. The Center's operating days and hours are Monday through Friday, 10 am to 7 pm, and Saturday, 12 pm to 7 pm, July 21 through September 8, 2010. Beginning September 10, 2010 operating hours shall be Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm. This schedule is exclusive of city observed holidays. Special programming will include tutoring, life skills development, conflict resolution, sports and other general recreation activities. A minimum of six (6) different youth/teen activities per week shall be offered in this regard. C. Plan and implement all annual events to include (or recommend a substitute event): • Unity of Choirs—in February • Annual Spring Egg Hunt—Prior to Easter Sunday • Ludie Taylor Track Meet—in June • Del Fest—in September • Additional Special Events: Plan and conduct two (2) additional annual events of CONSULTANT'S choosing. Provide an event calendar outlining each event date and name,proposed activities and clients to be served. D. Park Facilities including the track, field, basketball courts and baseball field will be available for use by the CONSULTANT for no cost when not in use by the CITY. CONSULTANT must submit a written request for use of these facilities in advance to CITY. A schedule of CITY use of these facilities will be available for review by CONSULTANT upon request. E. Pool Operation: Program Responsibilities will include,but are not limited to: • Staff recruitment, training and scheduling sufficient to satisfy CONSULTANT's 2 �' obligations under this Agreement. Staff shall include sufficient certified g lifeguards to enable constant surveillance of the pool area and to assure the safety of the users; CONSULTANT shall assure that all lifeguards' certificates are current. • All staff working directly with children shall submit to and pass a "Live Scan" background check. • Daily custodial upkeep of the restrooms and showers/changing rooms to ensure a clean condition and in good repair. • Recording and maintenance of a daily log of disinfectant residual, chemical pH and maintenance procedures such as cleaning of filters and quantity of chemicals used, as required by County Environmental Health Services. • Provision/purchase and maintenance of, appropriate aquatics equipment (rescue and safety equipment,umbrellas, equipment bags, cashiering items, first aid kit). • Development and utilization of a system for entry/exit of patrons and related fee collection and deposit procedures. This procedure shall be shared with the City representative no later than two weeks prior to summer pool opening date. • Develop and train staff thoroughly in a Critical Incident Response procedure. The pool operation will include at a minimum, recreation swim open to the public, one session each day, Monday through Saturday, 12 pm— 7 pm, from June 25 though August 25 of each year. CONSULTANT shall comply with all posted pool rules and all applicable State, County and City statutes, ordinances and regulations concerning public pool operations. 3 CONSULTANT shall conduct the following routine and on-going maintenance tasks: • Clean pool deck on a daily basis • Check empty filter baskets for the main pool circulation pump every other day • Clean pool skimmer baskets daily • Maintain water level at the level of the skimmers at all times • Remove floating scum, sputum,trash and debris CONSULTANT shall immediately contact the Parks, Recreation and Community Services Department for concerns requiring City staff attention. • Maintain and place out all required safety signs on the pool deck during times of operation to the general public (at minimum: pool rules, CPR sign,pool capacity, emergency response number=9-1-1). • Walls, ceilings,partitions, doors, lockers and similar surfaces and equipment shall be kept clean and clear of graffiti in a manner acceptable to the City as often as necessary to be kept in a good condition. • Toilets, urinals, showers, wash basins, and other plumbing fixtures shall be maintained in a clean condition. CONSULTANT shall conduct a daily morning preventative maintenance walk- through during pool season to ensure a clean and safe operation and record results on a Daily Maintenance Checklist, as provided by the CITY. F. Additional Programs/Hours of Operation The consultant may desire to create additional activities and programs at the Community Center and/or expand the hours and dates of operation. Any additional activities, 4 3 yyd E or hours and dates of operation will be communicated to CITY in writing b programs p g Y CONSULTANT and approved in writing by CITY in advance. G. CONSULTANT shall provide the CITY information for the seasonal Activity Guide four times annually, respectively on April 23rd (Summer period), July 15th (Fall period), October 24th(Winter period), and February 1St(Spring period). H. The City's liaison will meet with the CONSULTANT and Delmann Heights office staff each month. I. CONSULTANT and CITY shall prepare an annual programming and supervision budget for the upcoming fiscal year (July 1 — June 30) for operation of the Center no later than June 1" of the preceding year. The CITY agrees to share in the cost of the Delmann Heights Community Center program in the amount of$7,155.00 per month and not to exceed $85,860.00 annually, payable by the 10th of each month preceding the month of service to be provided. The fee for services will cover all basic expenses incurred by the CONSULTANT under this Agreement. No other expenditures made by CONTRACTOR shall be reimbursed by CITY without the prior written approval of the CITY. CONSULTANT shall provide the CITY with a monthly report of services provided and I number of persons served as noted herein in Section 2. 2. RECORDS AND INSPECTIONS. CONSULTANT shall maintain full and accurate records with respect to all matters covered under this agreement. CONSULTANT shall provide to CITY a monthly report of services provided and number of persons served by the third business day of each month. 5 3. TERM; TERMINATION. The term of this Agreement is from July 31, 2010 through June 30, 2011,with option of three(3) single year extensions upon mutual consent of the CITY and CONSULTANT. Either party may terminate this Agreement at any time by thirty (30) days' written notice. The terms of this Agreement shall remain in force unless mutually amended in writing. 4. INDEMNITY. CITY agrees to indemnify and hold harmless CONSULTANT, its employees, officers, agents and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CITY'S negligent acts or omissions arising from the CITY'S performance of its obligations under this Agreement. CONSULTANT agrees to indemnify and hold harmless CITY, its employees, officers, agents, and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CONSULTANT'S negligent acts or omissions arising from the CONSULTANT's performance of its obligations under this Agreement. In the event that CITY and/or CONSULTANT is found to be comparatively at fault for any claim, action, loss, or damage which results from their respective obligations under the Agreement, CITY and/or CONSULTANT shall indemnify the other to the extent of this comparative fault. The costs, salary and expenses of the City Attorney and members of his office in enforcing this agreement shall be considered as costs for the purposes of this paragraph. 5. INSURANCE. While not restricting or limiting the foregoing, during the term of this Agreement, CONSULTANT shall maintain in effect policies of comprehensive public, general and automobile liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation coverage as required by law, and shall file copies of said policies with the CITY'S Risk Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an additional named insured in each policy of insurance provided hereunder. The Certificates of Insurance furnished to the CITY shall require the insurer to 6 provide to CITY at least thirty(30) days' written notice in advance of any change in coverage or termination of the policy. 6. NON-DISCRIMINATION. In the performance of this Agreement and in the hiring and recruitment of employees, CONSULTANT shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in the employment of persons because of their race, religion, color, national origin, ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or sexual orientation, or membership in any other classification protected by law. 7. INDEPENDENT CONTRACTOR. CONSULTANT shall perform work tasks provided by this Agreement but for all intents and purposes CONSULTANT and its agents or employees shall be an independent contractor and not i an agent or employee of the CITY. CONSULTANT shall secure, at its expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for CONSULTANT and its officers, agents, and employees, and all business license, if any are required, in connection with the services to be performed hereunder. 8. ASSIGNMENT OR SUBCONTRACTING. CONSULTANT shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the CONSULTANT's interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR of VENDOR's obligation to perform all other obligations to be performed by VENDOR hereunder for the term of this Agreement. 7 9. LEGAL ACTIONS; GOVERNING LAW; VENUE. In addition to any other rights or remedies, either party may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purposes of this Agreement. Such legal actions shall be filed and litigated in the Superior Court of the County of San Bernardino, California. The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 10. ATTORNEYS' FEES In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in ! enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this paragraph. ! 11. SUCCESSORS AND ASSIGNS. I This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs,representatives, successors, and assigns. 12. ENTIRE AGREEMENT. This Agreement and any documents or instruments attached hereto or referred to herein integrate all terms and conditions mentioned herein or incidental hereto, and supersede all negotiations and prior writings in respect to the subject matter hereof. In the event of conflict between the terms, conditions or provisions of this Agreement and any such document or instrument, the 8 terms and conditions of this Agreement shall prevail. 13. SEVERABILITY. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of the Agreement shall remain in full force and effect. 14. REMEDIES/WAIVER. All remedies available to either party for one or more breaches by the other party are and shall be deemed cumulative and may be exercised separately or concurrently without waiver of any other remedies. The failure of either party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches, unless such waiver shall be in writing and signed by the party against whom enforcement is sought. 15. NOTICES. Any notices to be given pursuant to this Agreement shall be deposited with the United States Postal Service,postage prepaid and addressed as follows: TO THE CITY: TO THE CONSULTANT: Parks,Recreation and Boys& Girls Club of San Bernardino, Inc. Community Services Department 1180 W. 9th Street 1350 South`B"Street San Bernardino, CA 92411 San Bernardino, CA 92408 (909) 888-6751 Fax (909) 888-1474 (909)384-5160 Fax(909)384-5160 I 9 CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. Date: October , 2010 October ,2010 City of San Bernardino Boys&Girls Club of San Bernardino, Inc. By: By: Charles E. McNeely, City Manager A. Majadi, Executive Director Approved as to Form: James F. Penman, City Attorney B 10 Exhibit A CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT This Services Agreement is entered into this day of October, 2010,by and between Boys&Girls Club of San Bernardino,Inc. ("CONTRACTOR")and the City of San Bernardino ("CITY"or"San Bernardino"). WITNESSETH: WHEREAS, the CITY has provided vital social, recreational and community services to Ward 6 residents for 40 years at the Delmann Heights Community Care Center;and WHEREAS, the CITY desires to continue and expand social, recreational and community services to Ward 6 residents; and WHEREAS, CONTRACTOR has demonstrated experience in the management and operation of social, recreational and community services to the citizens of San Bernardino, in particular Ward 6 residents;and WHEREAS,the CITY desires to retain the services of CONTRACTOR for the purpose of management and operation of social, recreational and community services at Delmann Heights Community Center. NOW,THEREFORE,the parties hereto agree as follows: 1. SCOPE OF SERVICES. CONTRACTOR shall, perform and carry out in a good and professional manner the following services: A. Operate the Delmann Heights Community Center Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm, exclusive of the holidays on which City Hall is closed. ZS Exhibit A operating B. Plan and implement youth, teen and family programs. T he C enter's p erati g da y s and hours are Monday through Friday, 10 am to 7 pm, and Saturday, 12 pm to 7 pm, July 21 through September 8, 2010. Beginning September 10, 2010 operating hours shall be Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm. This schedule is exclusive of city observed holidays. Special programming will include tutoring, life skills development, conflict resolution, sports and other general recreation activities. A minimum of six(6)different youth/teen activities per week shall be offered in this regard. C. Plan and implement all annual events to include(or recommend a substitute event): • Unity of Choirs—in February • Annual Spring Egg Hunt—Prior to Easter Sunday • Ludie Taylor Track Meet---in June • Del Fest--in September • Additional Special Events: Plan and conduct two (2) additional annual events of CONTRACTOR'S choosing. Provide an event calendar outlining each event date and name,proposed activities and clients to be served. D. Park Facilities including the track, field, basketball courts and baseball field will be available for use by the CONTRACTOR for no cost when not in use by the CITY. CONTRACTOR must submit a written request for use of these facilities in advance to CITY. A schedule of CITY use of these facilities will be available for review by CONTRACTOR upon request. E. Pool Operation: Program Responsibilities will include,but are not limited to: • Staff recruitment, training and scheduling sufficient to satisfy CONTRACTOR'S 2 Exhibit A obligations under this Agreement. Staff shall include sufficient certified lifeguards to enable constant surveillance of the pool area and to assure the safety of the users; CONTRACTOR shall assure that all lifeguards' certificates are current. • All staff working directly with children shall submit to and pass a "Live Scan" background check. • Daily custodial upkeep of the restrooms and showers/changing rooms to ensure a clean condition and in good repair. • Recording and maintenance of a daily log of disinfectant residual, chemical: pH and maintenance procedures such as cleaning of filters and quantity of chemicals used,as required by County Environmental Health Services. • Provision/purchase and maintenance of, appropriate aquatics equipment (rescue and safety equipment,umbrellas,equipment bags,cashiering items, first aid kit). • Development and utilization of a system for entry/exit of patrons and related fee collection and deposit procedures. This procedure shall be shared with the City representative no later than two weeks prior to summer pool opening date. • Develop and train staff thoroughly in a Critical Incident Response procedure. The pool operation will include at a minimum,recreation swim open to the public, one session each day,Monday through Saturday, 12 pm—7 pm, from June 25 though August 25 of each year. CONTRACTOR shall comply with all posted pool rules and all applicable State, County and City statutes, ordinances and regulations concerning public pool operations. 3 Exhibit A CONTRACTOR shall conduct the following routine and on-going maintenance tasks: • Clean pool deck on a daily basis • Check empty filter baskets for the main pool circulation pump every other day • Clean pool skimmer baskets daily • Maintain water level at the level of the skimmers at all times • Remove floating scum, sputum,trash and debris CONTRACTOR shall immediately contact the Parks, Recreation and Community Services Department for concerns requiring City staff attention. • Maintain and place out all required safety signs on the pool deck during times of operation to the general public (at minimum: pool rules, CPR sign,pool capacity, emergency response number=9-1-1). • Walls,ceilings,partitions, doors,lockers and similar surfaces and equipment shall be kept clean and clear of graffiti in a manner acceptable to the City as often as necessary to be kept in a good condition. • Toilets, urinals, showers, wash basins, and other plumbing fixtures shall be maintained in a clean condition. CONTRACTOR shall conduct a daily morning preventative maintenance walk- through during pool season to ensure a clean and safe operation and record results on a Daily Maintenance Checklist,as provided by the CITY. F. Additional Programs/Hours of Operation The CONTRACTOR may desire to create additional activities and programs at the Community Center and/or expand the hours and dates of operation. Any additional 4 i Exhibit A activities, programs or hours and dates of operation will be communicated to CITY in writing by CONTRACTOR and approved in writing by CITY in advance. G. CONTRACTOR shall provide the CITY information for the seasonal Activity Guide four times annually, respectively on April 23rd (Summer period), July 15th (Fail period), October 24th(Winter period), and February 1St(Spring period). H. The City's liaison will meet with the CONTRACTOR and Delmann Heights office staff each month. I. CONTRACTOR and CITY shall prepare an annual programming and supervision budget for the upcoming fiscal year (July 1 —June 30) for operation of the Center no later than June 1St of the preceding year. The CITY agrees to share in the cost of the Delmann Heights Community Center program in the amount of$7,155.00 per month and not to exceed $85,860.00 annually, payable by the 10th of each month preceding the month of service to be provided. The fee for services will cover all basic expenses incurred by the CONTRACTOR under this Agreement. No other expenditures made by CONTRACTOR shall be reimbursed by CITY without the prior written approval of the CITY. CONTRACTOR shall provide the CITY with a monthly report of services provided and number of persons served as noted herein in Section 2. 2. RECORDS AND INSPECTIONS. CONTRACTOR shall maintain full and accurate records with respect to all matters covered under this agreement. CONTRACTOR shall provide to CITY a monthly report of services provided and number of persons served by the third business day of each month. 5 Exhibit A i 3. TERM; TERMINATION. The term of this Agreement is from July 31,2010 through June 30,2011,with option of three(3) single year extensions upon mutual consent of the CITY and CONTRACTOR. Either party may terminate this Agreement at any time by thirty (30) days' written notice. The terms of this Agreement shall remain in force unless mutually amended in writing. 4. INDEMNITY. CITY agrees to indemnify and hold harmless CONTRACTOR, its employees, officers, agents and volunteers from any and all claims,actions,or losses,damages and/or liability resulting from CITY'S negligent acts or omissions arising from the CITY'S performance of its obligations under this Agreement. CONTRACTOR agrees to indemnify and hold harmless CITY, its employees, officers, agents, and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CONTRACTOR'S negligent acts or omissions arising from the CONTRACTOR'S performance of its obligations under this Agreement. In the event that CITY and/or CONTRACTOR is found to be comparatively at fault for any claim, action, loss, or damage which results from their respective obligations under the Agreement, CITY and/or CONTRACTOR shall indemnify the other to the extent of this comparative fault. The costs, salary and expenses of the City Attorney and members of his office in enforcing this agreement shall be considered as costs for the purposes of this paragraph. S. INSURANCE. While not restricting or limiting the foregoing, during the term of this Agreement, CONTRACTOR shall maintain in effect policies of comprehensive public, general and automobile liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation coverage as required by law, and shall file copies of said policies with the CITY'S Risk Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an additional named insured in each policy of insurance provided hereunder. The Certificates of Insurance furnished to the CITY shall require the insurer to /I/ 6 Exhibit A provide to CITY at least thirty(30)days' written notice in advance of any change in coverage or termination of the policy. b. NON-DISCRIMINATION. In the performance of this Agreement and in the hiring and recruitment of employees, CONTRACTOR shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in the employment of persons because of their race, religion, color, national origin, ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or sexual orientation, or membership in any other classification protected by law. 7. INDEPENDENT CONTRACTOR. CONTRACTOR shall perform work tasks provided by this Agreement but for all intents and purposes CONTRACTOR and its agents or employees shall be an independent CONTRACTOR and not an agent or employee of the CITY. CONTRACTOR shall secure, at its expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation,Unemployment Compensation,and other payroll deductions for CONTRACTOR and its officers, agents, and employees, and all business license, if any are required, in connection with the services to be performed hereunder. 8. ASSIGNMENT OR SUBCONTRACTING. CONTRACTOR shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the CONTRACTOR'S interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR of VENDOR's obligation to perform all other obligations to be performed by VENDOR hereunder for the term of this Agreement. 7 - ---- Exhibit A 9. LEGAL ACTIONS; GOVERNING LAW;VENUE. In addition to any other rights or remedies, either party may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purposes of this Agreement. Such legal actions shall be filed and litigated in the Superior Court of the County of San Bernardino, California. The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 10. ATTORNEYS'FEES In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees,incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this paragraph. 11. SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs,representatives,successors,and assigns. 12. ENTIRE AGREEMENT. This Agreement and any documents or instruments attached hereto or referred to herein integrate all terms and conditions mentioned herein or incidental hereto, and supersede all negotiations and prior writings in respect to the subject matter hereof. In the event of conflict between the terms, conditions or provisions of this Agreement and any such document or instrument, the 8 Exhibit A terms and conditions of this Agreement shall prevail. 13. S EVERABILITY. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance,and the remaining provisions of the Agreement shall remain in full force and effect. 14. REMEDIES/WAIVER. All remedies available to either party for one or more breaches by the other party are and shall be deemed cumulative and may be exercised separately or concurrently without waiver of any other remedies. The failure of either party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches, unless such waiver •r.w shall be in writing and signed by the party against whom enforcement is sought. 15. NOTICES. Any notices to be given pursuant to this Agreement shall be deposited with the United States Postal Service,postage prepaid and addressed as follows: TO THE CITY: TO THE CONTRACTOR: Parks,Recreation and Boys&Girls Club of San Bernardino, Inc. Community Services Department 1180 W. 9"Street 1350 South`B" Street San Bernardino,CA 92411 San Bernardino, CA 92408 (909) 888-6751 Fax(909) 888-1474 (909)384-5160 Fax(909)384-5160 0 9 i Exhibit A AVON CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. Date: October ,2010 October ,2010 City of San Bernardino Boys& Girls Club of San Bernardino, Inc. By: By: Charles E. McNeely,City Manager A. Majadi,Executive Director Approved as to Form: James F. Penman,City Attorney By: 10 Exhibit A CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT This Services Agreement is entered into this day of October, 2010, by and between Boys & Girls Club of San Bernardino, Inc. ("CONSULTANT") and the City of San Bernardino ("CITY"or"San Bernardino'). WITNESSETH: WHEREAS, the CITY has provided vital social, recreational and community services to Ward 6 residents for 40 years at the Delmann Heights Community Care Center; and WHEREAS, the CITY desires to continue and expand social, recreational and community services to Ward 6 residents; and WHEREAS, CONSULTANT has demonstrated experience in the management and operation of social, recreational and community services to the citizens of San Bernardino, in particular Ward 6 residents; and WHEREAS, the CITY desires to retain the services of CONSULTANT for the purpose of management and operation of social, recreational and community services at Delmann Heights Community Center. NOW, THEREFORE, the parties hereto agree as follows: 1. SCOPE OF SERVICES. CONSULTANT shall, perform and carry out in a good and professional manner the following services: A. Operate the Delmann Heights Community Center Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm, exclusive of the holidays on which City Hall is closed. 1 B. Plan and implement youth, teen and family programs. The Center's operating days and hours are Monday through Friday, 10 am to 7 pm, and Saturday, 12 pm to 7 pm, July 21 through September 8, 2010. Beginning September 10, 2010 operating hours shall be Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm. This schedule is exclusive of city observed holidays. Special programming will include tutoring, life skills development, conflict resolution, sports and other general recreation activities. A minimum of six (6) different youth/teen activities per week shall be offered in this regard. C. Plan and implement all annual events to include (or recommend a substitute event): • Unity of Choirs—in February • Annual Spring Egg Hunt—Prior to Easter Sunday • Ludie Taylor Track Meet—in June • Del Fest—in September • Additional Special Events: Plan and conduct two (2) additional annual events of CONSULTANT'S choosing. Provide an event calendar outlining each event date and name,proposed activities and clients to be served. D. Park Facilities including the track, field, basketball courts and baseball field will be available for use by the CONSULTANT for no cost when not in use by the CITY. CONSULTANT must submit a written request for use of these facilities in advance to s CITY. A schedule of CITY use of these facilities will be available for review by 3 CONSULTANT upon request. E. Pool Operation: Program Responsibilities will include,but are not limited to: • Staff recruitment, training and scheduling sufficient to satisfy CONSULTANT's 2 obligations under this Agreement. Staff shall include sufficient certified lifeguards to enable constant surveillance of the pool area and to assure the safety of the users; CONSULTANT shall assure that all lifeguards' certificates are current. • All staff working directly with children shall submit to and pass a "Live Scan" background check. • Daily custodial upkeep of the restrooms and showers/changing rooms to ensure a clean condition and in good repair. • Recording and maintenance of a daily log of disinfectant residual, chemical pH and maintenance procedures such as cleaning of filters and quantity of chemicals used, as required by County Environmental Health Services. • Provision/purchase and maintenance of, appropriate aquatics equipment (rescue and safety equipment, umbrellas, equipment bags, cashiering items, first aid kit). • Development and utilization of a system for entry/exit of patrons and related fee collection and deposit procedures. This procedure shall be shared with the City representative no later than two weeks prior to summer pool opening date. • Develop and train staff thoroughly in a Critical Incident Response procedure. The pool operation will include at a minimum, recreation swim open to the public, one session each day, Monday through Saturday, 12 pm— 7 pm, from June 25 though August 25 of each year. CONSULTANT shall comply with all posted pool rules and all applicable State, County and City statutes, ordinances and regulations concerning public pool operations. 3 CONSULTANT shall conduct the following routine and on-going maintenance tasks: • Clean pool deck on a daily basis • Check empty filter baskets for the main pool circulation pump every other day • Clean pool skimmer baskets daily • Maintain water level at the level of the skimmers at all times • Remove floating scum, sputum, trash and debris CONSULTANT shall immediately contact the Parks, Recreation and Community Services Department for concerns requiring City staff attention. • Maintain and place out all required safety signs on the pool deck during times of operation to the general public (at minimum: pool rules, CPR sign, pool capacity, emergency response number= 9-1-1). • Walls, ceilings, partitions, doors, lockers and similar surfaces and equipment shall be kept clean and clear of graffiti in a manner acceptable to the City as often as necessary to be kept in a good condition. • Toilets, urinals, showers, wash basins, and other plumbing fixtures shall be maintained in a clean condition. CONSULTANT shall conduct a daily morning preventative maintenance walk- through during pool season to ensure a clean and safe operation and record results on a Daily Maintenance Checklist, as provided by the CITY. F. Additional Programs/Hours of Operation The consultant may desire to create additional activities and programs at the Community Center and/or expand the hours and dates of operation. Any additional activities, 4 programs or hours and dates of operation will be communicated to CITY in writing by CONSULTANT and approved in writing by CITY in advance. G. CONSULTANT shall provide the CITY information for the seasonal Activity Guide four times annually, respectively on April 23rd (Summer period), July 15th (Fall period), October 24th (Winter period), and February Ist(Spring period). H. The City's liaison will meet with the CONSULTANT and Delmann Heights office staff each month. L CONSULTANT and CITY shall prepare an annual programming and supervision budget for the upcoming fiscal year (July 1 — June 30) for operation of the Center no later than June 1St of the preceding year. The CITY agrees to share in the cost of the Delmann Heights Community Center program in the amount of $7,155.00 per month and not to exceed $85,860.00 annually, payable by the 10th of each month preceding the month of service to be provided. The fee for services will cover all basic expenses incurred by the CONSULTANT under this Agreement. No other expenditures made by CONTRACTOR shall be reimbursed by CITY without the prior written approval of the CITY. CONSULTANT shall provide the CITY with a monthly report of services provided and number of persons served as noted herein in Section 2. 2. RECORDS AND INSPECTIONS. CONSULTANT shall maintain full and accurate records with respect to all matters covered under this agreement. CONSULTANT shall provide to CITY a monthly report of services provided and number of persons served by the third business day of each month. 5 3. TERM; TERMINATION. The term of this Agreement is from July 31, 2010 through June 30, 2011, with option of three (3) single year extensions upon mutual consent of the CITY and CONSULTANT. Either party may terminate this Agreement at any time by thirty (30) days' written notice. The terms of this Agreement shall remain in force unless mutually amended in writing. 4. INDEMNITY. CITY agrees to indemnify and hold harmless CONSULTANT, its employees, officers, agents and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CITY'S negligent acts or omissions arising from the CITY'S performance of its obligations under this Agreement. CONSULTANT agrees to indemnify and hold harmless CITY, its employees, officers, agents, and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CONSULTANT'S negligent acts or omissions arising from the CONSULTANT's performance of its obligations under this Agreement. In the event that CITY and/or CONSULTANT is found to be comparatively at fault for any claim, action, loss, or damage which results from their respective obligations under the Agreement, CITY and/or CONSULTANT shall indemnify the other to the extent of this comparative fault. The costs, salary and expenses of the City Attorney and members of his office in enforcing this agreement shall be considered as costs for the purposes of this paragraph. 5. INSURANCE. While not restricting or limiting the foregoing, during the term of this Agreement, CONSULTANT shall maintain in effect policies of comprehensive public, general and automobile liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation coverage as required by law, and shall file copies of said policies with the CITY'S Risk Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an additional named insured in each policy of insurance provided hereunder. The Certificates of Insurance furnished to the CITY shall require the insurer to 6 i l provide to CITY at least thirty (30) days' written notice in advance of any change in coverage or termination of the policy. a 6. NON-DISCRIMINATION. } In the performance of this Agreement and in the hiring and recruitment of employees, CONSULTANT shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in the employment of persons because of their race, religion, color, national origin, ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or sexual orientation, or membership in any other classification protected by law. j 7. INDEPENDENT CONTRACTOR. i CONSULTANT shall perform work tasks provided by this Agreement but for all intents and { purposes CONSULTANT and its agents or employees shall be an independent contractor and not an agent or employee of the CITY. CONSULTANT shall secure, at its expense, and be i responsible for any and all payment of Income Tax, Social Security, State Disability Insurance i Compensation, Unemployment Compensation, and other payroll deductions for CONSULTANT and its officers, agents, and employees, and all business license, if any are required, in i connection with the services to be performed hereunder. 8. ASSIGNMENT OR SUBCONTRACTING. CONSULTANT shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the CONSULTANT's interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR 1 of VENDOR's obligation to perform all other obligations to be performed by VENDOR hereunder for the term of this Agreement. 1 { 7 r a s 9. LEGAL ACTIONS; GOVERNING LAW; VENUE. In addition to any other rights or remedies, either party may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purposes of this Agreement. Such legal actions shall be filed and litigated in the Superior Court of the County of San Bernardino, California. The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 10. ATTORNEYS' FEES In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this paragraph. 11. SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs, representatives, successors, and assigns. 12. ENTIRE AGREEMENT. This Agreement and any documents or instruments attached hereto or referred to herein integrate all terms and conditions mentioned herein or incidental hereto, and supersede all negotiations and prior writings in respect to the subject matter hereof. In the event of conflict between the terms, conditions or provisions of this Agreement and any such document or instrument, the 8 terms and conditions of this Agreement shall prevail. 13. SEVERABILITY. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of the Agreement shall remain in full force and effect. 14. REMEDIES/WAIVER. All remedies available to either party for one or more breaches by the other party are and shall be deemed cumulative and may be exercised separately or concurrently without waiver of any other remedies. The failure of either party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches, unless such waiver shall be in writing and signed by the party against whom enforcement is sought. 15. NOTICES. Any notices to be given pursuant to this Agreement shall be deposited with the United States Postal Service,postage prepaid and addressed as follows: TO THE CITY: TO THE CONSULTANT: Parks, Recreation and Boys & Girls Club of San Bernardino, Inc. Community Services Department 1180 W. 9th Street 1350 South"E" Street San Bernardino, CA 92411 San Bernardino, CA 92408 (909) 888-6751 Fax (909) 888-1474 (909)384-5160 Fax(909)384-5160 i 3 i s 9 i i i CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. Date: October , 2010 October , 2010 City of San Bernardino Boys & Girls Club of San Bernardino, Inc. By: By: Charles E. McNeely, City Manager A. Majadi, Executive Director Approved as to Form: James F. Penman, City Attorney By: 10 CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT This Services Agreement is entered into this day of October, 2010, by and between Boys &Girls Club of San Bernardino, Inc. ("CONSULTANT") and the City of San Bernardino ("CITY" or"San Bernardino"). WITNESSETH: WHEREAS, the CITY has provided vital social, recreational and community services to Ward 6 residents for 40 years at the Delmann Heights Community Care Center; and WHEREAS, the CITY desires to continue and expand social, recreational and community services to Ward 6 residents; and WHEREAS, CONSULTANT has demonstrated experience in the management and operation of social, recreational and community services to the citizens of San Bernardino, in particular Ward 6 residents; and WHEREAS, the CITY desires to retain the services of CONSULTANT for the purpose of management and operation of social, recreational and community services at Delmann Heights Community Center. NOW, THEREFORE, the parties hereto agree as follows: 1. SCOPE OF SERVICES. CONSULTANT shall, perform and carry out in a good and professional manner the following services: A. Operate the Delmann Heights Community Center Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm, exclusive of the holidays on which City Hall is closed. 1 B. Plan and implement youth, teen and family programs. The Center's operating days and hours are Monday through Friday, 10 am to 7 pm, and Saturday, 12 pm to 7 pm, July 21 through September 8, 2010. Beginning September 10, 2010 operating hours shall be Monday through Friday, 9 am to 7 pm, and Saturday, 10 am to 2 pm. This schedule is exclusive of city observed holidays. Special programming will include tutoring, life skills development, conflict resolution, sports and other general recreation activities. A minimum of six (6) different youth/teen activities per week shall be offered in this regard. C. Plan and implement all annual events to include (or recommend a substitute event): • Unity of Choirs—in February • Annual Spring Egg Hunt—Prior to Easter Sunday • Ludie Taylor Track Meet—in June • Del Fest—in September • Additional Special Events: Plan and conduct two (2) additional annual events of CONSULTANT'S choosing. Provide an event calendar outlining each event date and name, proposed activities and clients to be served. I i D. Park Facilities including the track, field, basketball courts and baseball field will be available for use by the CONSULTANT for no cost when not in use by the CITY. CONSULTANT must submit a written request for use of these facilities in advance to CITY. A schedule of CITY use of these facilities will be available for review by CONSULTANT upon request. E. Pool Operation: Program Responsibilities will include, but are not limited to: • Staff recruitment, training and scheduling sufficient to satisfy CONSULTANT's 2 obligations under this Agreement. Staff shall include sufficient certified lifeguards to enable constant surveillance of the pool area and to assure the safety of the users; CONSULTANT shall assure that all lifeguards' certificates are current. • All staff working directly with children shall submit to and pass a "Live Scan" background check. • Daily custodial upkeep of the restrooms and showers/changing rooms to ensure a clean condition and in good repair. • Recording and maintenance of a daily log of disinfectant residual, chemical pH and maintenance procedures such as cleaning of filters and quantity of chemicals used, as required by County Environmental Health Services. • Provision/purchase and maintenance of, appropriate aquatics equipment (rescue and safety equipment, umbrellas, equipment bags, cashiering items, first aid kit). • Development and utilization of a system for entry/exit of patrons and related fee collection and deposit procedures. This procedure shall be shared with the City I representative no later than two weeks prior to summer pool opening date. • Develop and train staff thoroughly in a Critical Incident Response procedure. The pool operation will include at a minimum, recreation swim open to the public, one j session each day, Monday through Saturday, 12 pm— 7 pm, from June 25 though I August 25 of each year. CONSULTANT shall comply with all posted pool rules and all applicable State, County and City statutes, ordinances and regulations concerning public pool operations. 3 CONSULTANT shall conduct the following routine and on-going maintenance tasks: • Clean pool deck on a daily basis • Check empty filter baskets for the main pool circulation pump every other day • Clean pool skimmer baskets daily • Maintain water level at the level of the skimmers at all times • Remove floating scum, sputum, trash and debris CONSULTANT shall immediately contact the Parks, Recreation and Community Services Department for concerns requiring City staff attention. • Maintain and place out all required safety signs on the pool deck during times of operation to the general public (at minimum: pool rules, CPR sign, pool capacity, emergency response number=9-1-1). • Walls, ceilings, partitions, doors, lockers and similar surfaces and equipment shall be kept clean and clear of graffiti in a manner acceptable to the City as often as necessary to be kept in a good condition. • Toilets, urinals, showers, wash basins, and other plumbing fixtures shall be maintained in a clean condition. CONSULTANT shall conduct a daily morning preventative maintenance walk- through during pool season to ensure a clean and safe operation and record results on a Daily Maintenance Checklist, as provided by the CITY. F. Additional Programs/Hours of Operation The consultant may desire to create additional activities and programs at the Community Center and/or expand the hours and dates of operation. Any additional activities, 4 E f 6 programs or hours and dates of operation will be communicated to CITY in writing by CONSULTANT and approved in writing by CITY in advance. G. CONSULTANT shall provide the CITY information for the seasonal Activity Guide four times annually, respectively on April 23rd (Summer period), July 15th (Fall period), October 24th (Winter period), and February 1St(Spring period). H. The City's liaison will meet with the CONSULTANT and Delmann Heights office staff each month. I. CONSULTANT and CITY shall prepare an annual programming and supervision budget for the upcoming fiscal year (July 1 — June 30) for operation of the Center no later than June 1St of the preceding year. The CITY agrees to share in the cost of the Delmann Heights Community Center program in the amount of $7,155.00 per month and not to exceed $85,860.00 annually, payable by the 10th of each month preceding the month of service to be provided. The fee for services will cover all basic expenses incurred by the CONSULTANT under this Agreement. No other expenditures made by CONTRACTOR shall be reimbursed by CITY without the prior written approval of the CITY. CONSULTANT shall provide the CITY with a monthly report of services provided and number of persons served as noted herein in Section 2. 2. RECORDS AND INSPECTIONS. CONSULTANT shall maintain full and accurate records with respect to all matters covered under this agreement. CONSULTANT shall provide to CITY a monthly report of services provided and number of persons served by the third business day of each month. 5 3. TERM; TERMINATION. The term of this Agreement is from July 31, 2010 through June 30, 2011, with option of three (3) single year extensions upon mutual consent of the CITY and CONSULTANT. Either party may terminate this Agreement at any time by thirty (30) days' written notice. The terms of this Agreement shall remain in force unless mutually amended in writing. 4. INDEMNITY. CITY agrees to indemnify and hold harmless CONSULTANT, its employees, officers, agents and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CITY'S negligent acts or omissions arising from the CITY'S performance of its obligations under this Agreement. CONSULTANT agrees to indemnify and hold harmless CITY, its employees, officers, agents, and volunteers from any and all claims, actions, or losses, damages and/or liability resulting from CONSULTANT'S negligent acts or omissions arising from the CONSULTANT's performance of its obligations under this Agreement. In the event that CITY and/or CONSULTANT is found to be comparatively at fault for any claim, action, loss, or damage which results from their respective obligations under the Agreement, CITY and/or CONSULTANT shall indemnify the other to the extent of this comparative fault. The costs, salary and expenses of the City Attorney and members of his office in enforcing this agreement shall be considered as costs for the purposes of this paragraph. i 5. INSURANCE. While not restricting or limiting the foregoing, during the term of this Agreement, CONSULTANT shall maintain in effect policies of comprehensive public, general and automobile liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation coverage as required by law, and shall file copies of said policies with the CITY'S Risk Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an additional named insured in each policy of insurance provided hereunder. The Certificates of Insurance furnished to the CITY shall require the insurer to 6 provide to CITY at least thirty(30) days' written notice in advance of any change in coverage or termination of the policy. 6. NON-DISCRIMINATION. In the performance of this Agreement and in the hiring and recruitment of employees, CONSULTANT shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in the employment of persons because of their race, religion, color, national origin, ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or sexual orientation, or membership in any other classification protected by law. 7. INDEPENDENT CONTRACTOR. CONSULTANT shall perform work tasks provided by this Agreement but for all intents and purposes CONSULTANT and its agents or employees shall be an independent contractor and not an agent or employee of the CITY. CONSULTANT shall secure, at its expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for CONSULTANT and its officers, agents, and employees, and all business license, if any are required, in connection with the services to be performed hereunder. 8. ASSIGNMENT OR SUBCONTRACTING. CONSULTANT shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the CONSULTANT's interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR of VENDOR's obligation to perform all other obligations to be performed by VENDOR hereunder for the term of this Agreement. 7 9. LEGAL ACTIONS; GOVERNING LAW; VENUE. In addition to any other rights or remedies, either party may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purposes of this Agreement. Such legal actions shall be filed and litigated in the Superior Court of the County of San Bernardino, California. The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 10. ATTORNEYS' FEES In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this paragraph. 11. SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs, representatives, successors, and assigns. 12. ENTIRE AGREEMENT. This Agreement and any documents or instruments attached hereto or referred to herein integrate all terms and conditions mentioned herein or incidental hereto, and supersede all negotiations and prior writings in respect to the subject matter hereof. In the event of conflict between the terms, conditions or provisions of this Agreement and any such document or instrument, the 8 terms and conditions of this Agreement shall prevail. 13. SEVERABILITY. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of the Agreement shall remain in full force and effect. 14. REMEDIES/WAIVER. All remedies available to either party for one or more breaches by the other party are and shall be deemed cumulative and may be exercised separately or concurrently without waiver of any other remedies. The failure of either party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches, unless such waiver shall be in writing and signed by the party against whom enforcement is sought. 15. NOTICES. Any notices to be given pursuant to this Agreement shall be deposited with the United States Postal Service,postage prepaid and addressed as follows: TO THE CITY: TO THE CONSULTANT: Parks, Recreation and Boys & Girls Club of San Bernardino, Inc. Community Services Department 1180 W. 91" Street 1350 South`B" Street San Bernardino, CA 92411 San Bernardino, CA 92408 (909) 888-6751 Fax (909) 888-1474 (909)384-5160 Fax(909)384-5160 9 CITY OF SAN BERNARDINO BOYS AND GIRLS CLUB OF SAN BERNARDINO INC. SERVICES AGREEMENT IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. Date: October , 2010 October , 2010 City of San Bernardino Boys & Girls Club of San Bernardino, Inc. By: By: Charles E. McNeely, City Manager A. Maj adi, Executive Director Approved as to Form: James F. Penman, City Attorney B 10