Signed Transport Agreement

SERVICES AGREEMENT
(Not Construction Related)
American Rescue Plan Act (ARPA) Heat Relief Respite Transportation Services

This Services Agreement (“Agreement”) is entered into and effective between the CITY OF GLENDALE, an Arizona
municipal corporation ("City") and PHOENIX GOSPEL MISSION, INC. dba PHOENIX RESCUE MISSION, an
Arizona Nonprofit corporation, authorized to do business in Arizona (“Consultant”) as of the day of

, 2025 (“Effective Date’).
RECITALS

City intends to undertake a project for the benefit of the public and with public funds, that is more fully set
forth in Exhibit A attached (the "Project");

City desires to retain the professional services of Consultant to perform certain specific duties and produce
the specific work as set forth in the attached Exhibit B, Project Scope of Work (“Scope”);

Consultant desires to provide City with services (“Services”) consistent with industry-best practices and the
standards set forth in this Agreement, in order to complete the Project; and

City and Consultant desire to memorialize their agreement with this document.

AGREEMENT

The parties hereby agree as follows:

1.

Key Personnel; Other Consultants and Subcontractors.

11 Services. Consultant will provide all Services necessaty to assure the Project is completed timely and
efficiently consistent within Project requirements, including, but not limited to, working in close
interaction and interfacing with City and its designated employees, and working closely with others,
including other consultants or contractors, retained by City.

Schedule. The Services will be undertaken in a manner that ensures the Project is completed timely and
efficiently in accordance with the Project. Nevertheless, this Agreement terminates on December 31, 2025.

Consultant’s Work.

3.1 Standard. Consultant must perform Services in accordance with the standards of due diligence, care,
and quality prevailing among consultants having substantial experience with the successful furnishing
of Services for projects that are equivalent in size, scope, quality, and other criteria under the Project
and identified in this Agreement.

3.2 Licensing. Consultant warrants that:

a. Consultant currently holds all appropriate and required licenses, registrations and other
approvals necessary for the lawful furnishing of Services ("Approvals"); and

b. Neither Consultant nor any Subconsultant has been debatted or otherwise legally excluded
from contracting with any federal, state, or local governmental entity ("“Debarment").

(1) City is under no obligation to ascertain or confirm the existence or issuance of any
Approvals or Debarments, or to examine Consultant's contracting ability.

(2) Consultant must notify City immediately if any Approvals or Debarment changes
during the Agreement's duration. ‘The failure of the Consultant to notify City as
required will constitute a material default under the Agreement.

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3.3

3.4

Compliance.

a.

Services will be furnished in compliance with applicable federal, state, county and local
statutes, rules, regulations, ordinances, building codes, life safety codes, and other standards
and criteria designated by City.

Consultant must not discriminate against any employee or applicant for employment on the
basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender
identity or expression, genetic characteristics, familial status, U.S. military veteran status or
any disability. Consultant will require any Sub-contractor to be bound to the same
requitements as stated within this section. Consultant, and on behalf of any subcontractors,
warrants compliance with this section.

Work Product.

a.

Ownership. Upon receipt of payment for Services furnished, Consultant grants to City
exclusive ownership of and all copyrights, if any, to evaluations, reports, drawings,
specifications, project manuals, surveys, estimates, reviews, minutes, all "architectural work"
as defined in the United States Copyright Act, 17 U.S.C § 101, é¢ seg., and other intellectual
work product as may be applicable ("Work Product").

(1) This grant is effective whether the Work Product is on paper (e.g., a "hard copy"),
in electronic format, or in some other form.
(2) Consultant warrants, and agrees to indemnify, hold harmless and defend City for,

from and against any claim that any Work Product infringes on third-party
proprietary interests.

Delivery. Consultant will deliver to City copies of the preliminary and completed Work
Product promptly as they are prepared.

City Use.
(1) City may reuse the Work Product at its sole discretion.
(2) In the event the Work Product is used for another project without further

consultations with Consultant, the City agrees to indemnify and hold Consultant
harmless from any claim arising out of the Work Product.

(3) In such case, City will also remove any seal and title block from the Work Product.

Compensation for the Project.

4.1

4.2

4.3

Compensation. Consultant's compensation for the Project, including those furnished by its
Subconsultants or Subcontractors will not exceed $102,110.80 as specifically detailed in Exhibit D
("Compensation").

Change in Scope of Project. The Compensation may be equitably adjusted if the originally
contemplated Scope as outlined in the Project is significantly modified.

a.

Adjustments to Compensation require a written amendment to this Agreement and may
require City Council approval.

Additional services which are outside the Scope of the Project contained in this Agreement
may not be performed by the Consultant without prior written authorization from the City.

Notwithstanding the incorporation of the Exhibits to this Agreement by reference, should
any conflict arise between the provisions of this Agreement and the provisions found in the
Exhibits and accompanying attachments, the provisions of this Agreement shall take priority
and govern the conduct of the parties.

Allowances. An “Allowance” may be identified only for work that is required by the Scope and the
value of which cannot reasonably be quantified at the time of this Agreement.

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a. As stated in Sec. 4.1 above, the Compensation must incorporate all Allowance amounts and
any unused allowance at the completion of the Project will remain with City.

b. Consultant may not add any mark-up for work identified as an Allowance and which is to
be performed by a Subconsultant.

c. Consultant will not use any portion of an Allowance without prior written authorization
from the City.

d. Examples of Allowance items include, but are not limited to, subsurface pothole
investigations, survey, geotechnical investigations, public participation, radio path studies
and material testing.

5. Billings and Payment.

5.1 Applications.

a. Consultant will submit monthly invoices (each, a "Payment Application") to City's Project
Manager and City will remit payments based upon the Payment Application as stated below.

b. The period covered by each Payment Application will be one calendar month ending on the
last day of the month.

5.2 Payment.

a. After a full and complete Payment Application is received, City will process and remit
payment within 30 days.

b. Payment may be subject to or conditioned upon City's receipt of:

(ly Completed work generated by Consultant and its Subconsultants; and

(2) Unconditional waivers and releases on final payment from all Subconsultants as City
may reasonably request to assure the Project will be free of claims arising from
requited performances under this Agreement.

5.3 Review and Withholding, City's Project Manager will timely review and certify Payment Applications.
a. If the Payment Application is rejected, the Project Manager will issue a written listing of the

items not approved for payment.

b. City may withhold an amount sufficient to pay expenses that City reasonably expects to incur
in correcting the deficiency or deficiencies rejected for payment.

6. Termination.

6.1 For Convenience. City may terminate this Agreement for convenience, without cause, by delivering
a written termination notice stating the effective termination date, which may not be less than 15
days following the date of delivery.

a. Consultant will be equitably compensated for Services furnished prior to receipt of the
termination notice and for reasonable costs incurred.

b. Consultant will also be similarly compensated for any approved effort expended, and
approved costs incurred, that are directly associated with Project closeout and delivery of the
required items to the City.

6.2 For Cause. City may terminate this Agreement for cause if Consultant fails to cure any breach of this

Agreement within seven days after receipt of written notice specifying the breach.

a.

Consultant will not be entitled to further payment until after City has determined its damages.
If City's damages resulting from the breach, as determined by City, are less than the equitable
amount due but not paid Consultant for Services furnished, City will pay the amount due to
Consultant, less City's damages, in accordance with the provisions of Sec. 5.

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Conflict.
cancellation of this Agreement in the event any person who is significantly involved in initiating, negotiating,
securing, drafting, or creating the Agreement on City's behalf is also an employee, agent, or consultant of any
other party to this Agreement.

Tf City's direct damages exceed amounts otherwise due to Consultant, Consultant must pay
the difference to City immediately upon demand; however, Consultant will not be subject to
consequential damages more than $2,000,000 or the amount of this Agreement, whichever
is greater.

Consultant acknowledges this Agreement is subject to A.R.S. § 38-511, which allows for

Insurance. [or the duration of the term of this Agreement, Consultant shall procure and maintain insurance
against claims for injuries to persons or damages to property which may arise from or in connection with the
performance of all tasks or work necessary to complete the Project as herein defined. Such insurance shall
covet Consultant, its agent(s), representative(s), employee(s) and any subcontractors.

8.1

8.2.

8.3

Minimum Scope and Limit of Insurance. Coverage must be at least as broad as:

a.

Commercial General Liability (CGL): Insurance Services Office Form CG 00 01, including
products and completed operations, with limits of no less than $2,000,000 per occurrence
for bodily injury, personal injury, and property damage. If a general aggregate limit applies,
either the general aggregate limit shall apply separately to this project/location or the general
aggregate limit shall be twice the required occurrence limit.

Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1
(any auto), with limits no less than $2,000,000 per accident for bodily injury and property
damage.

Worker’s Compensation: Insurance as required by the State of Arizona, with Statutory
Limits, and Employers’ Liability insurance with a limit of no less than $2,000,000 per
accident for bodily injury or disease.

Indemnification.

a.

To the fullest extent permitted by law, Consultant must defend, indemnify, and hold
harmless City and its elected officials, officers, employees and agents (each, an "Indemnified
Party," collectively, the "Indemnified Parties") for, from, and against any and all claims,
demands, actions, damages, judgments, settlements, personal injury (including sickness,
disease, death, and bodily harm), property damage (including loss of use), infringement,
governmental action and all other losses and expenses, including attorneys' fees and litigation
expenses (each, a "Demand or Expense" collectively "Demands or Expenses") asserted by a
third-party (i.e. a person or entity other than City or Consultant) and that arises out of or
results from the breach of this Agreement by the Consultant or the Consultant’s negligent
actions, errors or omissions (including any Subconsultant or Subcontractor or other person
or firm employed by Consultant), whether sustained before or after completion of the
Project.

‘This indemnity and hold harmless provision applies even if a Demand or Expense is in part
due to the Indemnified Party's negligence or breach of a responsibility under this Agreement,
but in that event, Consultant will be liable only to the extent the Demand or Expense results
from the negligence or breach of a responsibility of Consultant or of any person or entity
for whom Consultant is responsible.

Consultant is not required to indemnify any Indemnified Parties for, from, or against any
Demand or Expense resulting from the Indemnified Party's sole negligence or other fault
solely attributable to the Indemnified Party.

Other Insurance Provisions. ‘lhe insurance policies required by the Section above must contain, or

be endorsed to contain the following insurance provisions:

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8.4

8.5

8.6

8.8

a. The City, its officers, officials, employees and volunteers are to be covered as
additional insureds of the CGL and automobile policies for any liability arising from or in
connection with the performance of all tasks or work necessary to complete the Project as
herein defined. Such liability may arise, but is not limited to, liability for materials, parts or
equipment furnished in connection with any tasks, or work performed by Consultant or on
its behalf and for liability arising from automobiles owned, leased, hired or borrowed on
behalf of the Consultant. General lability coverage can be provided in the form of an
endorsement to the Consultant’s existing insurance policies, provided such endorsement is
at least as broad as ISO Form CG 20 10, 11 85 or both CG 20 10 and CG 23 37, if later
revisions are used.

b. For any claims related to this Project, the Consultant’s insurance coverage shall be
primary insurance with respect to the City, its officers, officials, employees, and voluntecrs.
Any insurance or self-insurance maintained by the City, its officers, officials, employees or
volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it.

c. Each insurance policy required by this Section shall provide that coverage shall not be
canceled, except after providing notice to the City.

Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of
no less than A: VIT, unless the Consultant has obtained prior approval from the City stating that a
non-conforming insurer is acceptable to the City.

Waiver of Subrogation. Consultant hereby agrees to waive its rights of subrogation which any
insurer may acquire from Consultant by virtue of the payment of any loss. Consultant agrees to
obtain any endorsement that may be necessary to effect this waiver of subrogation. The Workers’
Compensation Policy shall be endorsed with a waiver of subrogation in favor of the City for all work
performed by the Consultant, its employees, agent(s) and subcontractor(s).

Verification of Coverage. Within 15 days of the Effective Date of this Agreement, Consultant shall
furnish the City with original certificates and amendatory endorsements, or copies of any applicable
insurance language making the coverage required by this Agreement effective. All certificates and
endorsements must be received and approved by the City before work commences. Failure to obtain,
submit or secure the City’s approval of the required insurance policies, certificates or endorsements
prior to the City’s agreement that work may commence shall not waive the Consultant’s obligations
to obtain and verify insurance coverage as otherwise provided in this Section. ‘The City reserves the
right to require complete, certified copies of all required insurance policies, including any
endorsements or amendments, required by this Agreement at any time during the Term stated herein.

Consultant’s failure to obtain, submit or secure the City’s approval of the required insurance policies,
certificates or endorsements shall not be considered a Force Majeure or defense for any failure by
the Consultant to comply with the terms and conditions of the Agreement, including any schedule
for performance or completion of the Project.

Subcontractors. Consultant shall require and shall verify that all subcontractors maintain insurance
meeting all requirements of this Agreement.

Special Risk or Circumstances. The City reserves the right to modify these insurance requirements,
including any limits of coverage, based on the nature of the risk, prior experience, insurer, coverage
ot other circumstances unique to the Consultant, the Project or the insurer.

E-verify, Records and Audits. To the extent applicable under A.R.S. § 41-4401, the Consultant warrants its
compliance and that of its Subconsultants with all federal immigration laws and regulations that relate to their
employees and compliance with the E-verify requirements under A.R.S. § 23-214(A). The Consultant or
Subconsultant’s breach of this warranty shall be deemed a material breach of the Agreement and may result
in the termination of the Agreement by the City under the terms of this Agreement. The City retains the legal
right to randomly inspect the papers and records of the other party to ensure that the other party is complying
with the above-mentioned warranty. The Consultant and Subconsultant warrant to keep their respective
papers and records open for random inspection during normal business hours by the other party. The

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10.

11.

12.

13.

Consultant and Subconsultant shall cooperate with the City’s random inspections, including granting the City
entry rights onto their respective properties to perform the random inspections and waiving their respective
rights to keep such papers and records confidential.

No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby
certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a
boycott of goods or services from Israel, as that term is defined in A.R.S § 35-393.

Uyghur Forced Labor Prevention Act (UFLPA). Consultant certifies that it does not currently, and during
the term of this Agreement, will not use:

a. the forced labor of ethnic Uyghurs in the People’s Republic of China;

b. any goods or services produced by the forced labor of ethnic Uyghurs in the People’s
Republic of China; and

c. any contractors, subcontractors or suppliers that use the forced labor or any goods or
services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China.

Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a
Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an
officer of Contractor with oversight responsibility.

Notices.

13.1 A notice, request or other communication that is required or permitted under this Agreement (each
"Notice") will be effective only if:

a. The Notice is in writing; and

b. Delivered in person or by overnight couticr service (delivery charges prepaid), certified or
registered mai] (return receipt requested).

G Notice will be deemed to have been delivered to the person to whom it is addressed as of
the date of receipt, if:

(1) Received on a business day before 5:00 p.m. at the address for Notices identified
for the Party in this Agreement by U.S. Mail, hand delivery, or overnight courier
service; or

(2) As of the next business day after receipt, if received after 5:00 p.m.
d. The burden of proof of the place and time of delivery is upon the Party giving the Notice.
c. Digitalized signatures and copies of signatures will have the same effect as original signatures.

13.2 Representatives.

a. Consultant. Consultant's representative (the "Consultant's Representative") authorized to
act on Consultant's behalf with respect to the Project, and his or her address for Notice
delivery is:

Phoenix Rescue Mission, Inc. dba Phoenix Rescue Mission
c/o Gabe Priddy

1540 W. Van Buren St.

Phoenix, AZ 85007

b. City. City's representative ("City's Representative") authorized to act on City's behalf, and
his or her address for Notice delivery is:
City of Glendale
c/o Candace Schulte

5850 W. Glendale Ave., Suite SoCC
Glendale, Arizona 85301

01/28/2025

With required copy to:

City Manager City Attorney
City of Glendale City of Glendale
5850 West Glendale Avenue 5850 West Glendale Avenue
Glendale, Arizona 85301 Glendale, Arizona 85301
c. Concurrent Notices.
¢3) All notices to City's representative must be given concurrently to City Manager and

City Attorney.

(2) A notice will not be deemed to have been received by City's representative until the
time that it has also been received by the City Manager and the City Attorney.

(3) City may appoint one or more designees for the purpose of receiving notice by
delivery of a written notice to Consultant identifying the designee(s) and their
respective addresses for notices.

14. Entire Agreement; Survival; Counterparts; Signatures.
14.1 Integration. ‘This Agreement contains, except as stated below, the entire agreement between City

14.2

14.3

14.4

14.5

14.6

and Consultant and supersedes all prior conversations and negotiations between the parties regarding
the Project or this Agreement.

a. Neither Party has made any representations, warranties or agreements as to any matters
concerning the Agreement's subject matter.

b. Representations, statements, conditions, or warranties not contained in this Agreement will
not be binding on the parties.

c. Inconsistencies between the solicitation, any addenda attached to the solicitation, the
response or any excerpts, if any, and this Agreement, will be resolved by the terms and
conditions stated in this Agreement.

Interpretation.

a. The parties fairly negotiated the Agreement's provisions to the extent they believed necessary
and with the legal representation they deemed appropriate.

b. The parties are of equal bargaining position and this Agreement must be construed equally
between the parties without consideration of which of the parties may have drafted this
Agreement.

c. The Agreement will be interpreted in accordance with the laws of the State of Arizona.

Survival. Except as specifically provided otherwise in this Agreement, each warranty, representation,
indemnification and hold harmless provision, insurance requirement, and every other right, remedy
and responsibility of a Party, will survive completion of the Project, or the earlier termination of this
Agreement.

Amendment. No amendment to this Agreement will be binding unless in writing and executed by
the parties. Electronic signature blocks do not constitute execution for purposes of this Agreement.
Any amendment may be subject to City Council approval.

Remedies. All rights and remedies provided in this Agreement are cumulative and the exercise of
any one ot more right or remedy will not affect any other rights or remedies under this Agreement
or applicable law.

Severability. If any provision of this Agreement is voided or found unenforceable, that determination
will not affect the validity of the other provisions, and the voided or unenforceable provision will be
reformed to conform with applicable law.

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15.

16.

17.

14.7

Term.

15.1

Counterparts. This Agreement may be executed in counterparts, and all counterparts will together
comprise one instrument.

‘The term of this Agreement commences on April 22, 2025 and continues until December 31, 2025.
There are no extensions or renewals available exception as provided below.

Extension for Procurement Processes. Upon the expiration of the Term of this Agreement, including
the initial term and any renewals, at the City’s sole discretion, this Agreement may be extended on a
month-to-month basis for a maximum of six (6) months to allow for the City to complete its
procurement process to select a vendor to provide the services/materials similar to those provided
under this Agreement. The City will notify the Contractor in writing of its intent to extend the
Agreement at least thirty (30) calendar days prior to the expiration of the Term. Any extension
provided under this subsection will continue under the same terms and conditions as in effect
immediately prior to the expiration of the then-current term.

Dispute Resolution. Any controversy or claim arising out of or relating to this contract, or the breach
thereof, shall be settled by arbitration administered according to the American Arbitration Association’s
Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any
court having jurisdiction thereof.

Exhibits. The following exhibits, with reference to the term in which they are first referenced, are
incorporated by this reference.

Exhibit A Project
Exhibit B Scope of Work
Exhibit C Schedule
Exhibit D Compensation

[Signatures on following page.]

01/28/2025

The patties enter into this Agreement effective as of the date shown above.

City of Glendale,
an Arizona municipal corporation

By: Kevin R. Phelps
Tts: City Manager
ATTEST:

Julie K. Bower
City Clerk (SEAT)

APPROVED AS TO FORM:

Michael D. Bailey
City Attorney

Phoenix Gospel Mission, Inc. dba Phoenix
Rescue Mission,
an Arizona Nonprofit Corporation

KEN BE) s3A
Iss oe

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EXHIBIT A
Services Agreement

PROJECT

1. PROJECT NAME. ‘The Consultant will implement, operate, and/or complete — including providing all necessary
or reasonable labor, materials, services, supervision, tools, equipment, licenses, and permits necessary to operate Heat
Relief Transportation Services (the “Project”), which is further defined with specificity in Scope of Work (Exhibit B),
Schedule (Exhibit C) and Compensation (Exhibit D) in a manner satisfactory to the City and consistent with any
standards required as a condition of providing these Funds.

2. REQUIREMEN'IS. Notice is hereby given that this Agreement is a result of funding received by the American
Rescue Plan. The Consultant will comply with the ARPA regulations as set forth in 31 C.F.R. Part 35 and all applicable
federal, state, and local laws, statutes, ordinances, administrative rules, building codes, regulations and lawful orders
of any public authority bearing on the performance of the Activity pursuant to this Agreement; including, but not
limited to 2 C.F.R. Part 200 and those identified in Addendum No.1 Applicable Federal Laws and Regulations. This
Agreement is funded by and award under Assistance Listing Number, 21.027 CORONAVIRUS STATE AND
LOCAL FISCAL RECOVERY FUNDS provided to the County through the US Department of the Treasury and
the city as it's Consultant.

2.1 The City shall provide reasonable technical assistance to the Consultant to assist in complying with state and
federal laws and accountability for diligent performance and compliance with the terms and conditions of this
Agreement and all applicable laws, regulations, and standards. However, this assistance in no way relieves the
Consultant of full responsibility and accountability for its actions and performance in compliance with the terms of
this Agreement.

2.2 Contracts must comply with the Reporting standards as presented by the US. Treasury Final Rule and work
with Maricopa County to provide compliance information regarding labor certification documentation and keep
records of employees funded through ARPA Funds separate and discrete.

3. MONITORING.

3.1 The City will monitor the performance of the Consultant against goals and estimates as outlined in the Scope
of Work. Substandard performance as determined by the City will constitute noncompliance with this Agreement. If
action to correct such substandard performance is not taken by the Consultant within a reasonable period of time
after being notified by the City, contract suspension or termination procedures may be initiated. In addition,
Consultant will be deemed ineligible to apply for any type of future funding opportunities with the City until
performance monitoring deficiencies have been determined resolved by the City.

3.2 On-site visits for compliance monitoring may be made by the City at any time during the Consultant’s normal
business hours, announced or unannounced. During an on-site visit, the Consultant shall make all its records, policies,
procedures, and accounts related to work performed under this Agreement available to the City for inspection and

copying.

EXHIBIT B
Services Agreement

SCOPE OF WORK

1, PROJECT DESCRIPTION. ‘The Consultant will operate two (2), 15-passenger vans daily to provide transportation
services for individuals or families or other vulnerable populations at-risk for heat-related illnesses or death who would
like to take refuge at the two heat relief respite centers, as specified at the below locations, during the hours of
operation from 12:00 pm - 8:00 pm Monday through Saturday during the performance period of May 1, 2025 through
October 15, 2025. The Consultant will collaborate with heat relief respite center operators to fulfill this obligation and
will work to ensure that any property brought into the location by participants is stored out of the public view. The
Consultant shall not transport persons to the identified locations if they are at capacity; and should not allow loitering
outside of the respite centers or queuing lines to get in.

2. REPORTING SUSPICIOUS OR DANGEROUS ACTIVITY. If the Consultant observes any suspicious activity
ot crime, it should be promptly reported to the police department. The Consultant will report any incidents it observes
that may involve a liability issue, require emetgency response intervention, significant disruptions in services, or
unusual or dangerous interactions which may leave the City open for public scrutiny. The Consultant shall report
incident to City staff by telephone as soon as possible within 24 hours following the occurrence and shall provide a
detailed incident report to City staff within 3 business days following the occurrence.

3. ADDRESS/LOCATION OF PROJECT.
* Glendale Mission and Ministry Center, 6242 N 59th Avenue, Glendale, AZ 85301
* St. John's Lutheran Church, 7205 N 51st Avenue, Glendale, AZ 85301

4. GOALS AND PERFORMANCE MEASURES. An estimated minimum of 60 individuals per day to receive
transportation services between these two locations.

5. CLIENT ELIGIBILITY. The Consultant shall implement a process to ensure individuals served are for the puroses
of allowing them to recover from heat exposure.

6. REPORTING.
6.1 Reporting

6.2 Monthly reporting to be submitted no later than the 15th calendar day of the month, following the close of
the prior month (Le., February 15th for January report) to include:

6.3 Monthly Payment Request Form for reimbursement using a template provided by the City.

6.4 Monthly Outcome Report Form provided by the City that reports progress on outcomes/ performance
measures from the Consultant.

65 Consultant will provide any ad hoc reports as requested by the City or County, including aggregate data. Such

reporting shall be for the purposes of improving access to and effectiveness of service. The City and County reserves
the right to add, remove, or revise reporting requirements at its discretion.

6.6 Share aggtegate data at the request of the City or County as soon as possible, but no later than ten (10)
business days from the request date.

7. AUDTT REQUIREMENT

71 Audit Required. If the consultant expends $750,000 or more in a year in federal awards, the consultant shall
have a single audit conducted for that year according to the Office Management and Budget, Title 2, Subtitle A,
Chapter 11, PART 200-UNIFORM ADMINISTRATIVE REQUIREMENTS, COST PRINCIPLES, AND AUDIT
REQUIREMENTS FOR FEDERAL AWARDS

contained in Title 2 C.F.R. § 200 Subpart F.

7.2 Upon completion, such audits shall be made available for public inspection, provided to the city/County,
posted to the consultant's website, and posted to the Federal Audit Clearing House. Audits shall always be made
available upon request. ‘I'he Consultant shall take any necessary corrective action to remedy any material weaknesses

and/or reportable conditions identified in the audit report within six months after the release date of the report. The
City/County may consider sanctions in accordance with Tide 2 C.F.R. § 200.339 Sanctions. All books and records
shall be maintained in accordance with Generally Accepted Accounting Principles (GAAP).

8. The Consultant shall comply with the following service requirements:

8.1 The Heat Relief Center must adhere to the minimum standards described in Section 3.1-3.3.

8.2 Ensure established Policies and Procedures are in place for service delivery.

8.3 Be responsible for hiring, managing, training, and terminating staff as necessary in accordance with established
policy and procedures or contracting professional services for this purpose.

8.4 Report incidents that may involve a liability issue, require emergency response intervention, significant

disruptions in services, or unusual or dangerous interactions which may leave the County open for public scrutiny.
The Consultant will report incident to City staff by telephone as soon as possible within 24 hours following the
occurrence and will provide a detailed incident report to the City staff within 3 business days following the occurrence.

9. Background Checks for Employment Through Central Registry:

91 ‘The Consultant shall comply with A.R.S. § 8-804 (as may be amended) and hereby incorporated in its entirety
as provisions of the Agreement.
9.2 The Consultant shall make available Background Check information to the County upon request.

10. Fingerprinting

10.1 The Consultant shall comply with and shall ensure that all Consultant's employees, independent contractors,
subcontractors, volunteers, and other agencies comply with all applicable (current and future) legal requirements
relating to fingerprinting, fingerprint clearance cards, certification regarding pending or past criminal matters, and
criminal record checks that relate to contract performance.

10.2 Applicable legal requirements relating to fingerprinting, certification, and criminal background checks may
include, but are not limited to the following: A.R.S. § 36-594.01, 36-3008, 41-1964, and 46-141. AI applicable legal
requirements relating to fingerprinting, fingerprint clearance cards, certification regarding pending or past criminal
matters, and criminal record checks are hereby incorporated in their entirety as provisions of this Agreement.

10.3 ‘The Consultant is responsible for knowing which legal requirements relating to fingerprinting, fingerprint
clearance cards, certifications regarding pending or past criminal matters, and criminal record checks relate to contract
performance.

10.4 The Consultant shall make available valid Fingerprint information to City/County upon request.

11. Safeguarding of Participant Information

111 The use or disclosure by the Consultant of any information concerning an applicant for or Consultant of
service under this Agreement is directly limited to the conduct of this Agreement. The Consultant and any and all of
its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards,
committees, and commissions shall safeguard the confidentiality of this information, just as they would safeguard theit
own confidential information.

11.2. The Consultant shall be responsible for the preparation and retention of any records and shall ensure strict
confidentiality is maintained in accordance with all laws and guidelines including HIPAA and state laws regarding
individual's records.

12. SPONSORSHIP ACKNOWLEDGMENT
All promotional materials, brochures, and flyers prepared by the Consultant relating to this Agreement shall include
the following statement, "Sponsored by Maricopa County Department of Public Health and the City of Glendale"

EXHIBIT C
Services Agreement

SCHEDULE

Heat Relief Agreement Schedule

Deliverable

Date

Comment

Monthly Reporting Forms and Final
Report Form templates

IBy April 22, 2025

City and County will have agreed upon and
finalized Monthly Reporting Forms and
Final Report Form templates.

Staff hired and training delivered

By April 30, 2025

City and Consultants

(Operations start date

IMay 1, 2025

Respite Center locations and transportation
services are fully operational.

IMay Monthly Payment Form and Monthly
(Outcomes Form Submission

ist invoice of the season
IBy June 15, 2025

June Monthly Payment Form and Monthly
(Outcomes Form Submission

IBy July 15, 2025

July Monthly Payment Form and Monthly
Outcomes Form Submission

IBy August 15, 2025

Provide plans for review for facility
shutdown

By September 1, 2025

Provide plans for shutdown date and
service termination. Discuss final date of
operations.

August Monthly Payment Form and
IMonthly Outcomes Form Submission

By September 15, 2025

(Operations and service termination initial
deadline

By October 15, 2025

Monthly Payment Form and Monthly
(Outcomes Form Submission

IBy October 15, 2025

Final Report Form initial deadline

INov. 15, 2025

Last invoice of the season:

inal report is due 15 days after the close of
the standard heat season. If operations and
service date is extended, the due date will be
15 days following the last date of
operations.

Final Report Form deadline

December 15, 2025

Final Report due date.

EXHIBIT D
Services Agreement

COMPENSATION

NOT-TO-EXCEED AMOUNT

‘The total amount of compensation paid to Consultant for full completion of all work required by the Project during
the entire term of the Project must not exceed $102,110.80.

DETAILED PROJECT COMPENSATION

1. The City will fund the Consultant for the full performance of this Agreement and the actual conduct of the
Activity specified herein a total amount not to exceed $102,110.80. This amount constitutes the entire consideration
for the City’s participation in the performance and completion of all work to be performed for this Activity under
this Agreement.

2. ELIGIBLE EXPENES. The Consultant shall only be reimbursed for eligible expenses as outlined in the agreed
upon budget below, including:

2.1 Transportation services to/from Heat Relief Centers

2.2 Purchase of any items not specifically listed above must be approved in writing by City staff.

2.3 Case management services or hotel vouchers are exclusively prohibited and will not be reimbursed.

2.4 Consultant assumes sole and exclusive responsibility for payment of any federal and state income taxes,

federal social security taxes, workers’ compensation, and unemployment insurance benefits for its physicians, staff,
agents, and employees, as well as any and all other mandatory governmental deductions or obligations.

3. MONTHLY BILLINGS. The Consultant will complete monthly billings in accordance with thefollowing
requitements:

3.1 A letter requesting reimbursement of expenditures will be prepared on the Consultant’s letterhead, or other
agreed upon method. The Consultant will use the content and format of the letter prescribed by the City. This letter
will be reviewed and signed by the Consultant’s executive director (or other authorized signatory identified in this

Agreement). Reimbursement requests will be submitted on a MONTHLY basis and due by the 15th of each month.

3.2 The Activity Budget spreadsheet summarizing monthly and year-to-date expenses will be prepared and
submitted with each request for reimbursement. This report will also account for other resources utilized under this
activity. The City will not reimburse the Consultant without current and complete reporting submittals from the
Consultant.

3.3 Copies of all supporting documents must be submitted with the reimbursement request. The Consultant
will work closely with the City Representative as specified in this agreement to establish the specific documentation
requirements for this Agreement. Examples of supporting documentation, include copies of timesheets, pay stubs,
mileage reports, invoices, statements, receipts, etc.

3.4 The City’s reimbursement process may take up to 30-days to complete upon acceptance by the City of all
required documentation. If the reimbursement procedures noted above are not followed correctly, the City
Representative may return the reimbursement request to the Consultant for revisions or hold the request until all
reimbursement requirements have been met. This will delay the reimbursement process.

3.5 Consultant forfeits the right to progress payment or supply expense reimbursement for costs incurred in
any month for which it fails to meet the deadline for submitting the monthly reports, except if such failure is beyond
the reasonable control of the Consultant or a reporting extension has been approved in writing by the City employee
identified in this contract.

3.6 If the City is not reimbursed by Maricopa County Department of Public Health for any services rendered,
City shall notify Consultant immediately and may suspend the service contract or progress payments until the matter
is resolved.

3.7 The Consultant will return to the City, upon expiration or termination of this Agreement, any ARPA funds
that have not been expended and any accounts receivable resulting from the use of ARPA funds within 30 days after
the end of the Agreement Term. Any funds held by the City at the end of the Agreement ‘Term or refunded to the
City shall be reallocated by the City.

4. The Consultant shall submit monthly invoices to:

City of Glendale, Community Services Department

5850 W Glendale Ave, Suite SoCC

E-mail: CSchulte@GlendaleAZ.Com; ESmith2@GlendaleAZ..Com

5. BUDGET.
Phoenix Rescue Mission — ARPA Transportation Budget
Budget Item ARPA
Driver Salary + Benefits + Overtime (2) $60,672.00 .
Vehicle Rental and Mileage $27,496.00
Cell Phones $624.00
De Minimus $13,318.80
Grand Total $102,110.80