HomeMy Public PortalAboutC-15-003 - South Bay Center for Counseling Amendment No. 6, Prevention and Aftercare Program Activities/ServicesAMENDMENT NO. SIX
TO SUBCONTRACT FOR PREVENTION AND AFTERCARE
PROGRAM ACTIVITIES/SERVICES
This Amendment No. 6 to the Subcontract for Prevention and Aftercare Program
Activities/Services ("Amendment No. 6"), by and between SOUTH BAY CENTER FOR
COUNSELING, a nonprofit organization ("Contractor"), and the CITY OF CARSON, a
municipal corporation ("Subcontractor"), is effective as of the I" day of January, 2020 (
Contractor and Subcontractor referred to collectively as the "parties," and individually
depending on context as a "party").
RECITALS
A. The County of Los Angeles ("County") and Contractor entered into that certain
agreement entitled Safe Children and Strong Families - Prevention and Aftercare Services
(CFDA #93.556), Contract Number 2015-01-016 (the "Prime Agreement"), whereby the County
provided certain funding to Contractor for the provision of certain prevention and aftercare
services to County residents.
B. The Prime Agreement was effective for an initial term of January 1, 2015 through
December 31, 2017, with the County having the option to extend the term of the Prime
Agreement for up to two additional one-year periods. County then exercised its first option to
extend the term of the Prime Agreement through December 31, 2018, and its second option to
extend the term of the Prime Agreement through December 31, 2019.
C. On December 3, 2019, the County Board of Supervisors adopted an additional
extension to the term of the Prime Agreement, from January 1, 2020 through December 31,
2020, with an additional six-month option to extend the term.
D. In order to fulfill its obligations under the Prime Agreement, Contractor entered
into that certain "Subcontractor for Prevention and Aftercare Program Activities/Services" with
Subcontractor (the "Subcontract"), whereby Contractor engaged Subcontractor to perform
certain prevention and aftercare services, as described in Section 3.3 of the Subcontract (the
"Services") in exchange for compensation in the amount of $60,000 (the "Contract Sum") for the
initial one-year term of the Subcontract, from January 1, 2015 through December 31, 2015.
E. Pursuant to Amendment No. One to the Subcontract ("Amendment No. One"),
effective January 1, 2016, the term of the Subcontract was extended for one year, from January
1, 2016 through December 31, 2016, in exchange for payment of additional compensation in the
amount of $60,000, increasing the Contract Sum under the Subcontract from $60,000 to
$120,000.
F. Pursuant to Amendment No. Two to the Subcontract ("Amendment No. Two"),
effective January 1, 2017, the term of the Subcontract was extended for one year, from January
1, 2017 through December 31, 2017, in exchange for payment of additional compensation in the
01007.0001/617344.2
amount of $55,000, increasing the Contract Sum under the Subcontract from $120,000 to
$175,000.
G. Pursuant to Amendment No. Three to the Subcontract ("Amendment No. Three"),
effective January 1, 2018, the term of the Subcontract was extended for one year, from January
1, 2018 through December 31, 2018, in exchange for payment of additional compensation in the
amount of $58,825, increasing the Contract Sum under the Subcontract from $175,000 to
$233,825.
H. Pursuant to Amendment No. Four to the Subcontract ("Amendment No. Four"),
effective July 1, 2018, the Contract Sum was increased by an additional $6,175, from $233,825
to $240,000, for the performance of additional Services during the period from July 1, 2018
through December 31, 2018, which include the facilitation of a new social connection group and
participation in additional training activities.
I. Pursuant to Amendment No. Five to the Subcontract ("Amendment No. Five"),
effective January 1, 2019, the term of the Subcontract was extended for one year, from January
1, 2019 through December 31, 2019, in exchange for payment of additional compensation in the
amount of $65,000, increasing the Contract Sum under the Subcontract from $240,000 to
$305,000.
J. Contractor and Subcontractor now desire to amend the Subcontract in this
Amendment No. 6 to further extend the Term of the Subcontract by one year, from January 1,
2020 through December 31, 2020, to correspond with the extension of the term of the Prime
Agreement, and to increase the Contract Sum by an additional $60,000 for the one year term
from January 1, 2020 through December 31, 2020, thereby increasing the total Contract sum
from $305,000 to $365,000, and, to ratify the continued provision of services pursuant to the
terms of the Subcontract from January 1, 2015 through December 31, 2020.
tILD1193 K.
1. Contract Changes. The Subcontract (as amended by subsequent Amendment
Nos. One through Five) is amended as provided herein (deletions shown in stitikethrough,
additions shown in bold, italics, and underlined).
A. Section 2.0 TERMS OF SUBCONTRACT is revised to read as follows:
"The terms of this subcontract shall be extended from its original Term commencing on
January 1, 2015 and ending on January 31, 2015, and extended first from January 1, 2016
through December 31, 2016 and then from January 1, 2017 through December 31, 2017,
and then from January 1, 2018 through December 31, 2018, and their from January 1,
201.9 thouelt December 31, 2019, as follows: the Term is further extended commencing
on January 1, 2020, through Deeefnber-1, ''� December 31, 2020,
unless terminated earlier pursuant to any of the conditions for termination in the Prime
Contract."
01007.0001/617344.2 2
B Section 3.1 of the Subcontract is revised to read as follows:
"Contractor shall compensate Subcontractor a total maximum contract sum not to exceed
$305,000 5365,000 for the term of this Subcontract to provide the service designated in
Section 3.3 of this Subcontract for the following annual periods of the term of this
Subcontract:
The Maximum Contract Sum for this Contract is
For January 1, 2015 through December 31, 2015:
For January 1, 2016 through December 31, 2016:
For January 1, 2017 through December 31, 2017:
For January 1, 2018 through December 31, 2018:
For January 1, 2019 through December 31, 2019:
For January 1, 2020 throualt December 31, 2020:
C. Section 5.0 INSURANCE is revised to read as follows:
$305,000 $365,000
$60,000
$60,000
$55,000
$65,000
$65,000
$60, 000"
"Without limiting SUBCONTRACTOR's indemnification of COUNTY, and during the
term of this Subcontract, SUBCONTRACTOR shall provide and maintain at its own
expense the following programs of insurance. Such programs and evidence of insurance
shall be satisfactory to the COUNTY and shall be primary to, and not contributing with,
any other insurance maintained by the COUNTY. As stated in Section 5.2
Insurance Coverage Requirements for Subcontractors, SUBCONTRACTOR will be
endorsed and named as an Additional insured on CONTRACTOR's liability insurance.
Certificates or other evidence of coverage shall be delivered to CONTRACTOR and to:
And to:
Cathy esat Sabrina Silva
Program Director
South Bay Center for Counseling
540 N. Marine Ave
Wilmington, CA 90744
DCFS Contracts Administration
425 Shatto Place, Room 400
Los Angeles, California 90020
prior to commencing under this Contract, shall specifically identify this Contract, and
shall contain the express condition that COUNTY is to be given written notice by
registered mail at least thirty (30) days in advance of any modification or termination of
insurance."
01007.0041/617344.2
2. Continuing Effect of Subcontract. Except as amended by this Amendment No.
6, all provisions of the Subcontract shall remain unchanged and in full force and effect. From and
after the date of this Amendment No. 6, whenever the term "Subcontract" appears in the
Subcontract, it shall mean the Subcontract, as amended by this Amendment No. 6 to the
Subcontract.
3. Affirmation of Subcontract; Warranty Re Absence of Defaults. Contractor
and Subcontractor each ratify and reaffmn each and every one of the respective rights and
obligations arising under the Subcontract. Each party represents and warrants to the other that
there have been no written or oral modifications to the Subcontract other than as provided herein.
Each party represents and warrants to the other that the Subcontract is currently an effective,
valid, and binding obligation.
Subcontractor represents and warrants to Contractor that, as of the date of this
Amendment No. 6, Contractor is not in default of any material term of the Subcontract and that
there have been no events that, with the passing of time or the giving of notice, or both, would
constitute a material default under the Subcontract.
Contractor represents and warrants to Subcontractor that, as of the date of this
Amendment No. 6, Subcontractor is not in default of any material term of the Subcontract and
that there have been no events that, with the passing of time or the giving of notice, or both,
would constitute a material default under the Subcontract.
4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that
they have each received adequate and independent consideration for the performance of the
obligations they have undertaken pursuant to this Amendment No. 6.
5. Authority. The persons executing this Amendment No. 6 on behalf of the parties
hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to
execute and deliver this Amendment No. 6 on behalf of said party, (iii) by so executing this
Amendment No. 6, such party is formally bound to the provisions of this Amendment No. 6, and
(iv) the entering into this Amendment No. 6 does not violate any provision of any other
agreement to which said party is bound.
ALL OTHER TERMS AND CONDITIONS OF THE SUBCONTRACT REMAIN IN
FULL FORCE AND EFFECT.
01007.0001/617M4.2 4
IN WITNESS WHEREOF, the parties hereby have executed this Amendment No. 6 as
of the dates set forth below, with the express intent of this Amendment No. 6 being effective as
of January 1, 2020. The person(s) signing on behalf of the CONTRACTOR warrants under
penalty of perjury that he or she is authorized to bind the CONTRACTOR in this Amendment
No. 6.
"CONTRACTOR"
SOUTH BAY CENTER FOR COUNSELING
Dated: , 2020
"SUBCONTRACTOR"
CITY OF CARSON
Dated: , 2020
C
Tax ID # 95-2513547 �5 �1
ATTE T:
Gl
Donesia L. ause-Aldana. CMC.
By: (Le—Aza2 Ln��
Colleen Mooney, Executive Errector
:
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES r�
On uu , 2020 before me,Tti�PvlwwmN*;� personally appeared %��'►'fl aej , proved to me on
the basis satisfactory evident to hose names s re subscribed to the within instrument and
acknowledged to me that he /�s Ithey executed the same in his/ a /their authorized capacity(j, and that by
Itis/ e their signaturA on the instrument the persoRef, or the entity upon behalf of which the pers034 acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
TARA PEARSON
Notary Public - California
Signature: T *my
Los Angeles County
Commission A 2306485
Comm. Expires Sep 23, 2023
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent Fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
No
TITLE(S) TLE YPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
E❑ GUARDIAN/CON$ERV. TO
OTHER - UM
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
CERTIFICATE NO.
ISSUE DATE
GL1-1100 Al CERTIFICATE OF COVERAGE 106/26/2019
HIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE
CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR
CSAC Excess Insurance ALTER THE COVERAGE AFFORDED BELOW. THIS CERTIFICATE OF COVERAGE DOES NOT CONSTITUTE A
CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE
Authority CERTIFICATE HOLDER.
C/O ALLIANT INSURANCE SERVICES, INC.
PO BOX 6450
NEWPORT BEACH, CA 92658-6450
PHONE (949) 766-02711 FAX (619) 699-0901
LICENSE #DC36861
Member:
CITY OF CARSON
ATTN: JANNA PAYNE
701 CARSON STREET
CARSON, CA 90745
IMPORTANT: if the certificate holder is an ADDITIONAL INSURED andtor requesting a WAIVER OF
UBROGATION, the Memorandums of Coverage must be endorsed. A statement on this certificate does
not confer rights to the certificate holder in lieu of such endorsement(s).
COVERAGE A - CSAC Excess Insurance Authors
AFFORDED
COVERAGE
AFFORDED 16
COVERAGE
AFFORDED C
COVERAGE
AFFORDED D
Coverages
THIS IS TO CERTIFY THAT THE MEMORANDUMS OF COVERAGE LISTED BELOW HAVE BEEN ISSUED TO THE MEMBER NAMED ABOVE FOR
THE PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH
RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE COVERAGE AFFORDED BY THE MEMORANDUMS
DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH MEMORANDUMS, LIMITS SHOWN MAY
HAVE BEEN REDUCED BY PAID CLAIMS.
CO
LTR
TYPE OF COVERAGE
MEMORANDUM
NUMBER
COVERAGE EFFECTIVE
DATE (MWDDIYYYY)
COVERAGE EXPIRATION
DATE (MMfDDNYYY)
LIABILITY LIMITS
A
X❑ Excess General Liability
EIA PE 19 EL -115
07/01/2019
07/01/2020
$2,000,000
X� Auto Liability
$1,000,000
Limps inclusive of the Member's
Self -Insured Retention of
$250,000
Description of Operations/LocationslVehiclesfSpecial Items:
AS RESPECTS AGREEMENT BETWEEN CITY OF CARSON (SUBCONTRACTOR) AND SOUTH BAY CENTER FOR COUNSELING AND COUNTY
OF LOS ANGELES FOR THE ADMINISTRATION OF THE SAFE CHILDREN AND STRONG FAMILIES PREVENTION AND AFTERCARE
PROGRAM SERVICES. COVERAGE FOR SEXUAL MISCONDUCT IS INCLUDED IN THE EXCESS GENERAL LIABILITY LIMITS. SUBJECT TO
TERMS, CONDITIONS AND EXCLUSIONS OF THE MEMORANDUM OF COVERAGE.
COUNTY OF LOS ANGELES, ITS SPECIAL DISTRICTS, ELECTED OFFICIALS, OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS ARE
INCLUDED AS ADDITIONAL COVERED PARTIES, BUT ONLY INSOFAR AS THE OPERATIONS UNDER THIS CONTRACT ARE CONCERNED.
Certificate Holder
COUNTY OF LOS ANGELES
DEPARTMENT OF CHILDREN AND FAMILY SERVICES
DCFS CONTRACTS ADMINISTRATION
425 SHATTO PL RM 400
LOS ANGELES, CA 90020
Cancellation
SHOULD ANY OF THE ABOVE DESCRIBED MEMORANDUMS OF COVERAGES BE CANCELLED
BEFORE THE EXPIRATION DATE THEREOF, NOTICE WIL BE DELIVERED IN ACCORDANCE
WITH THE MEMORANDUMS OF COVERAGE PROVISIONS,
AUTHORIZED REPRESENTATIVE
CSAC EXCESS INSURANCE AUTHORITY
ENDORSEMENT NO. U-1
CSAC EXCESS INSURANCE AUTHORITY
GENERAL LIABILITY 1
ADDITIONAL COVERED PARTY AMENDATORY ENDORSEMENT
It is agreed that the'Covered Party, Covered Persons or Entities" section of the Memorandum is amended
to include the person or organization named on the Certificate of Coverage, but only with respect to liability
arising out of premises owned by or rented to the Member, or operations performed by or on behalf of the
Member or such person or organization so designated.
Coverage provided under this endorsement is limited to the lesser of the limits stated on the Certificate of
Coverage or the minimum limits required by contract.
ADDITIONAL COVERED PARTY:
NAME OF PERSON OR ORGANIZATION SCHEDULED PER ATTACHED CERTIFICATE OF COVERAGE
AS RESPECTS:
PER ATTACHED CERTIFICATE OF COVERAGE
It is further agreed that nothing herein shall act to increase the Authority's limit of liability.
This endorsement is part of the Memorandum and takes effect on the effective date of the
Memorandum unless another effective date is shown below. All other terms and conditions
remain unchanged.
Effective Date: Memorandum No.: EIA 19 EL -00
Issued to: ALL MEMBERS
Issue Date: June 28. 2019
�vYF�
Authorized Representati
CSAC Excess Insurance thority
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