Signed Agreement

SERVICES AGREEMENT
(Not Construction Related)
American Rescue Plan Act (ARPA) Heat Relief Respite Centers Program

This Services Agreement (“Agreement”) is entered into and effective between the CITY OF GLENDALE, an Arizona

municipal corporation ("City") and ARIZONA ECUMENICAL COUNCIL dba ARIZONA FAITH NETWORK,

an Arizona Nonprofit corporation, authorized to do business in Arizona (“Consultant”) as of the _4th_ day of
April , 2025 (“Effective Date”).

RECITALS
A. 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");

B. 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”);

Cc. 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
D. 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 necessary 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.

2. 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.

3. 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 debarred 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.

b. 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
requirements 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, ef 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, ot 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.

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

c. 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 $270,000 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.

b. 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.

c. Notwithstanding the incorporation of the Exhibits to this Agreement by reference, should
any conflict atise 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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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.

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

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

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

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:

(1) Completed work generated by Consultant and its Subconsultants; and

(2) Unconditional waivers and releases on final payment from all Subconsultants as City
may teasonably request to assure the Project will be free of claims arising from
required 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.

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.

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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b. If 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.

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

Insurance. For 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
cover Consultant, its agent(s), representative(s), employee(s) and any subcontractors.

8.1 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.

b. 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.

Cc. 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.

8.2. 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), inftingement,
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 ot omissions (including any Subconsultant or Subcontractor or other person
or firm employed by Consultant), whether sustained before or after completion of the
Project.

b. 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.

c 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.

8.3 Other Insurance Provisions. The 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

8.7

8.8

a. The City, its officers, officials, employees and volunteers are to be coveted 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 lability arising from automobiles owned, leased, hired or borrowed on
behalf of the Consultant. General liability 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
ptimary insurance with respect to the City, its officers, officials, employees, and volunteers.
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: VII, 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
insuter 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 recetved 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
tight 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
or 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.

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
tights 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 courier service (delivery charges prepaid), certified or
registered mail (return receipt requested).

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

(1) Recetved 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.
e. 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:

Arizona Ecumenical Council dba Arizona Faith Network
c/o Katie Sexton-Woods

PO Box 60953

Phoenix, AZ 85082

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.
(1) 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.

Cc. 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 of 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

15.2

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
coutt 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 parties enter into this Agreement effective as of the date shown above.

ATTEST:

Julie K. Bower
it er]
City Clerk SEAL

APPROVED AS TO FORM:

Michael D. Bailey
City Attorney

City of Glendale,
an Arizona municipal corporation

By: Kevin R. Phelps
Its: City Manager

Arizona Ecumenical Council dba Arizona Faith
Network,
an Arizona Nonprofit corporation

By: Katie Sexton
Its: Executive Director

01/28/2025

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 Respite Centers Program (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. REQUIREMENTS. 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.P.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 telieves the
Subrecipient 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 Subrecipient 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 Subrecipient within a reasonable
petiod of time after being notified by the City, contract suspension or termination procedures may be initiated. In
addition, Subrecipient 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 NAME. The Consultant will operate two (2) heat relief respite centers, as specified at the below
locations, days and times. For the purposes of this Agreement, Heat Relief Respite Centers are defined as indoor,
ait-conditioned locations that offer hydration and allow for uninterrupted rest, sitting, or lying down (depending on
each facility) during hours of operation.

11 Site staff must be present and visible in the respite center area during hours of operation.

1.2. Clear Heat Relief Network signage must be visible from the street in compliance with local zoning
ordinances.

1.3. Daily service hours for the respite center must be clearly displayed, including any holiday hours as
applicable.

14 Functioning air conditioning must be provided during hours of operation.

1.5 Space and accommodations for visitors to sit or lie down must be provided.

1.5 Uninterrupted rest (Le., sleeping) must be allowed.

1.6 Bathrooms must be provided, operational, and accessible to all visitors of the respite center.

1.7 Hydration must be made available either as bottled water or as an available container to fill with supplied
water to take away.

18 Respite Center must provide snacks (nutrient-rich recommended) during hours of operation.

1.9 Consultant shall display name, location, hours of operation, acceptance of non-service animals (i.e. pets),

and how to obtain transportation to alternative centers that provide services on Sundays and locations that are open
9:00 a.m. to 12:00 p.m. Monday through Saturday during the performance period May 1, 2025 through October 15,
2025.

1.10 The Consultant will collaborate with heat relief transportation providerts to ensure that any property
brought into the location by participants is stored out of the public view. The Consultant shall immediately report to
heat relief transportation providers when respite centers are at capacity and identify any alternative locations to
provide respite center participant overflow. The consultant will not allow loitering outside of the respite centers or
queuing lines to get in.

2. REPORTING SUPSICIOUS OR DANGEROUS ACTIVITY. If the Consultant observes any suspicious activity
or 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 emergency 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
© Operating from 12:00 p.m. to 8:00 p.m. Monday through Saturday
* St. John's Lutheran Church, 7205 N 51st Avenue, Glendale, AZ 85301
© Operating from 12:00 p.m. to 8:00 p.m. Monday through Friday.

3.1 This schedule is subject to change and upon Maricopa County approval.

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 exposute.

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 (e., February 15th for January report) to include:

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

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

measures ftom the Consultant.

6.5 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 aggregate 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. AUDIT REQUIREMENT

7A 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 FP.

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. The 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 Title 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:

9.1 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 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
crimlnal 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. All 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.

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

11. Safeguarding of Participant Information

11.1 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
their own confidential information.

11.2 The Consultant shall be responsible for 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.

8. 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

By 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

May 1, 2025,

Respite Center locations and
transportation services are fully
operational.

May Monthly Payment Form and
Monthly Outcomes Form Submission

1s invoice of the season
By: June 15, 2025

June Monthly Payment Form and
Monthly Outcomes Form Submission

By July 15, 2025

July Monthly Payment Form and
Monthly Outcomes Form Submission

By 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
Monthly 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

By October 15, 2025

Final Report Form initial deadline

Last invoice of the
season: Noy. 15, 2025

Final 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 $270,000.00.

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 $270,000.00 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.

11 $25,000 shall be reimbursable for supplies as detailed in section 2 below and in accordance with the budget
detailed below.

1.2 A payment of $38,571.00 shall be made upon receipt of the Consultant’s invoice for services, to be
disbursed in seven (7) equal installment payments in accordance with the schedule outlined below. Supporting
documentation shall be provided for each installment, demonstrating expenditures equal to or exceeding the
installment amount, to ensure that no surplus of grant funds is retained by the organization for the subsequent
month.

The supporting documentation submitted shall include only expense items that have been approved by the City and
are in accordance with the budget provided by the Consultant, as outlined below.

For example, for the installment payment made to the Consultant in May 2025 in the amount of $38,571.43, the
supporting documentation submitted to the City by June 15th shall reflect project-related expenses incurred in an
amount equal to or exceeding $38,571.43 and consisting solely of approved budgeted items.

Installment payments may be adjusted upon prior written request to the City, subject to approval, provided that the

total aggregate payments do not exceed the total contract amount of $270,000 for the project performance period as
outlined in Exhibit C.

. Upon Agreement Execution $38,571.43
. June 15, 2024 (for May 1-31) $38,571.43
. July 15, 2024 (for June 1-30) $38,571.43
. August 15, 2024 (for July 1-31) $38,571.43
. September 15, 2024 (for August 1-31) $38,571.43
. October 15, 2024 (for September 1-30) $38,571.43
. Upon Project Closeout $38,571.43

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

2.1 Bottled water and/or refillable water bottles

2.2 Pet accommodations (e.g., food/water dishes, pet food, pet treats, pet leashes, pet beds)

2.3 Phone charging options (e.g., phone charging stations, extension cords, power strips, USB charging hubs,
charging cables)

24 Storage for personal belongings (e.g., lockers, cabinets, bike locks) and/or medications (e.g., lock boxes,

refrigerators)

2.5 Printed resources for individuals experiencing homelessness, food or energy insecurity, substance use, etc.

2.6 Heat relief supplies including sunscreen, lip balm, hats, sunglasses, cooling towels, reusable water
bottles/containers, and electrolyte powder packs.

2.7 Purchase of any items not specifically listed above must be approved in writing by City staff.
2.8 Case management services or hotel vouchers are exclusively prohibited and will not be reimbursed.
2.9 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 the following
requirements:

3.1 The Consultant shall submit a written request for an installment payment, accompanied by an invoice on
the Consultant’s letterhead or another agreed-upon format. The request must follow the content and format
prescribed by the City. The letter shall be reviewed and signed by the Consultant’s Executive Director or another
authorized signatory identified in this Agreement. Each installment request must be accompanied by documentation
of expenses incurred against the previous month’s installment payment to demonstrate the full expenditure of grant
funds and to ensure that no surplus grant funds are retained by the Consultant. Installment requests and all required
supporting documentation shall be submitted on a monthly basis, with a due date of 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 retmburse 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 retmbursed 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:

Arizona Faith Network

Budget Item Amount

Glendale Mission and Ministry Center Staff Wage $ 70,000.00
St. John's Staff Wages $ 70,000.00
AFN Program Manager $ 16,737.00
EREs $ 12,000.00
Cell Phone Benefit $ 5,000.00
Materials & Supplies $ 25,000.00
Facility use fees and utilities $ 40,000.00
De Minimus $ 31,263.00

Fr

Grand Total 270,000.00