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Home My Public Portal AboutC-15-003 - South Bay Center for Counseling, Amendment No. 7, Reimbursement GrantAMENDMENT NO. SEVEN TO SUBCONTRACT FOR PREVENTION AND AFTERCARE PROGRAM ACTIVITIES/SERVICES This Amendment No. Seven to the Subcontract for Prevention and Aftercare Program Activities/Services ("Amendment No. Seven" ), 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 1St day of January, 2021 ( 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. On December 3, 2020, the County Board of Supervisors adopted an additional extension to the term of the Prime Agreement, for a period of two months, from January 1, 2021 through February 28, 2021. E. 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. F. 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. 01007.0001/691343.1 G. 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 amount of $55,000, increasing the Contract Sum under the Subcontract from $120,000 to $175,000. H. 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. I. 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. J. 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. K. Pursuant to Amendment No. Six to the Subcontract ("Amendment No. Six"), effective January 1, 2020, the term of the Subcontract was extended for one year, from January 1, 2020 through December 31, 2020, in exchange for payment of additional compensation in the amount of $60,000, increasing the Contract Sum under the Subcontract from $305,000 to $365,000. L. Contractor and Subcontractor now desire to amend the Subcontract in this Amendment No. Seven to further extend the Term of the Subcontract by two months, from January 1, 2021 through February 28, 2021, to correspond with the extension of the term of the Prime Agreement, and to increase the Contract Sum by an additional $10,000 for the two month extension, thereby increasing the total Contract sum from $365,000 to $375,000. TERMS 1. Contract Changes. The Subcontract (as amended by subsequent Amendment Nos. One through Six) is amended as provided herein (deletions shown in striketl3feeo, 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 then from January 1, 2019 through December 31, 2019, and then from January 1, 2020 through December 31, 2020. as follows: the Term is further extended commencing on January 1, 2021, 01007.0001/691343.1 2 through December -3-1, 2020 February 28, 2021, unless terminated earlier pursuant to any of the conditions for termination in the Prime Contract." 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 $3000 $375,00 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 through December 31, 2020: @I For January 1, 2021 throumh February 28, 202: is $365,000 $375,000 $60,000 $60,000 $55,000 $65,000 $65,000 $60,000 $10,00 11 2. Continuing Effect of Subcontract. Except as amended by this Amendment No. Seven, all provisions of the Subcontract shall remain unchanged and in full force and effect. From and after the date of this Amendment No. Seven, whenever the term "Subcontract" appears in the Subcontract, it shall mean the Subcontract, as amended by this Amendment No. Seven to the Subcontract. 3. Affirmation of Subcontract; Warranty Re Absence of Defaults. Contractor and Subcontractor each ratify and reaffirm 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. Seven, 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. Seven, Subcontractor is not in default of any material term of the Subcontract and that there 01007.0001/691343.1 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. Seven. 5. Authority. The persons executing this Amendment No. Seven 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. Seven on behalf of said party, (iii) by so executing this Amendment No. Seven, such party is formally bound to the provisions of this Amendment No. Seven, and (iv) the entering into this Amendment No. Seven 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. 01007.0001/691343.1 4 IN WITNESS WHEREOF, the parties hereby have executed this Amendment No. Seven as of the dates set forth below, with the express intent of this Amendment No. Seven being effective as of January 1, 2021. 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. Seven. "CONTRACTOR" SOUTH BAY CENTER FOR COUNSELING Dated: ,,,,Q,,,, tg�- , 2021 "SUBCONTRACTOR" CITY OF CARSON Dated:2021 Tax ID # 95-2513547 APPROVED AS TO FORM: Sunny K. Soltani, City Attorney [AE] 01007.0001/691343.1 5 X By: iA3A Y-}" Colleen Mooney, Executive Direc or (-Yav-) �,01� 4/ � ula Davis -Holmes, Mayor 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 �( ?610- C-. On Jau. til ' 2021 before' i personally appeared oii«u �{oo��, proved to me on the basis of satisfactory evidence to be the person(s) whose namesW is/atesubscribed to the within instrument and acknowledged to me that he/she/tray executed the same in 44s/her/their authorized capacity(i.G&), and that by Oris/her/th-.ir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(g) 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. ROSANNA RIVERA Notary Public -California i Los Angeles County Commission #F 2195828 My Comm Expires May 8 411 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 TITLE(S) TITLE OR TYPE OF DOCUMENT ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) NUMBER OF PAGES ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: DATE OF DOCUMENT (NAME OF PERSON(S) OR ENTITY(IES)) SIGNER(S) OTHER THAN NAMED ABOVE CERTIFICATE NO, ISSUE DATE GLI -7471 Al CERTIFICATE OF COVERAGE F 08/06/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR Public Risk Innovation, ALTER THE COVERAGE AFFORDED BELOW. THIS CERTIFICATE OF COVERAGE DOES NOT CONSTITUTE A Solutions and Management CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. C/O ALLIANT INSURANCE SERVICES, INC. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED and/or requesting a WAIVER OF PO BOX 6450 NEWPORT BEACH, CA 92658-6450 SUBROGATION, 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). PHONE (949) 756-0271 / FAX (619) 699-0901 LICENSE #OC36861 COVERAGE A- Public Risk Innovation, Solutions and Management AFFORDED Member: COVERAGE CITY OF CARSON AFFORDED B ATTN: ROOBIK GALOOSIAN COVERAGE 701 CARSON STREET AFFORDED C CARSON, CA 90745 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 TYPE OF COVERAGE MEMORANDUM COVERAGE EFFECTIVE COVERAGE EXPIRATION LIABILITY LIMITS LTR NUMBER DATE DATE A X❑ Excess General Liability PRISM PE 20 EL -115 07/01/2020 07/01/2021 $2,000,000 X Auto Liability ❑ $1,000,000 Limits inclusive of the Member's Self -Insured Retention of $250,000 Description of Operation s/LocationsNeh icles/Special Items: AS RESPECTS AGREEMENT BETWEEN CITY OF CARSON (SUBCONTRACTOR) AND SOUTH BAY CENTER FOR COUNSELING AND LOS ANGELES COUNTY FOR THE ADMINSTRATION 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 EXCLUSION OF THE MEMORANDUM OF COVERAGE. LOS ANGELES COUNTY, 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. Cancellation Certificate Holder 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. LOS ANGELES COUNTY DEPARTMENT OF CHILDREN AND FAMILY SERVICES AUTHORIZED REPRESENTATIVE DCFS CONTRACTS ADMINISTRATION 425 SHATTO PL, RM 400 LOS ANGELES, CA 90020 Public Risk Innovation, Solutions and Management PAGE 1 OF 2 ENDORSEMENT NO. U-1 PUBLIC RISK INNOVATION, SOLUTIONS AND MANAGEMENT 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 PRISM'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: Issued to: ALL MEMBERS Issue Date: June 25, 2020 AbKorized Representative Public Risk Innovation, Solutions and Management Memorandum No.: PRISM 20 EL -00