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CC - Item 5C - Contract Amendment for Senior Meals with Bateman Community Living, LLC D.B.A. Trio Community MealsROSEMEAD CITY COUNCIL STAFF REPORT TO: THE HONORABLE MAYOR AND CITY COUNCIL FROM: GLORIA MOLLEDA, CITY MANAGER vw DATE: JUNE 22, 2021 SUBJECT: CONTRACT AMENDMENT FOR SENIOR MEALS WITH BATEMAN COMMUNITY LIVING, LLC D.B.A. TRIO COMMUNITY MEALS SUMMARY On June 9, 2020, the City Council awarded a three-year contract with two additional one-year extensions to Bateman Community Living, LLC d.b.a. TRIO Community Meals. The contract is to provide meals for the Senior Nutrition Program. The contract has a maximum number of meals of 560 meals per week (Monday thru Friday) for 52 weeks at a set price of $3.81 per meal ($110,947 annually). Staff is recommending that the City Council approve an increase of meals per week which would bring the maximum number of meals to 800 per week for 52 weeks ($158,496 annually). The surge is due to the increased participation in the program due to the pandemic. DISCUSSION The Senior Nutrition Program is held Monday through Friday at the Garvey Center. This program provides a healthy lunch for a suggested donation. This program has been a vital source of nutrition for our senior participants especially during the CO`JID-19 pandemic. The program has increased from 75 participants per day prior to the pandemic to 160 participants during the pandemic. The Senior Nutrition Program utilizes both General Fund and CDBG Funding. The allocated funds from CDBG and General Funds accounts have been exhausted for Fiscal Year 2020-2021. The attached amendment authorizes a total of 800 meals per week, which is an increase of 240 meals for 52 weeks. The fixed price of $3.81 per meal will remain the same as stated in the contract ($158,496 annually). The $47,549 funding shortfall will be covered by savings within the department budget and/or by Coronavirus State Fiscal Recovery Funds. AGENDA ITEM 5.0 City Council Meeting June 22, 2021 Page 2 of 2 STAFF RECOMMENDATION Staff recommends that the City Council take the following actions: 1. Approve the proposed contract amendment with Bateman Community Living, LLC. d.b.a. TRIO Community Meal; and 2. Authorize the City Manager to execute the contract amendment on behalf of the City. FISCAL IMPACT The additional amount of $47,548.80 will be funded by savings in other departmental line items. STRATEGIC PLAN IMPACT The project is consistent with the Strategic Plan's guiding principal for fiduciary responsibility of providing for transparency in financial management of City's finances and providing quality of life enhancement. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification. Submitted by: To Boecking Director of Parks & Re reation Attachment A: Current Contract Attachment B: Proposed Amendment Attachment A Bateman Community Living Agreement Docuftn Envelope ID: lEl70BA2-804OA89E-9A4A-973E664ADBA3 CITY OF ROSEMEAD PROFESSIONAL SERVICE AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered Into this 9th day of June, 2020 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with Its principal place of business at 8838 East Valley Boulevard, Rosemead, California 91770 ("City") and Bateman Community Living, LLC d.b.a. Trio Community Meals a foodservice and hospitality provider with its principal place of business at 300 S. Tryon St., Suite 400, Charlotte, NC 28202 ("Contractor"), City and Contractor are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Funding. City is the recipient of Community Development Block Grant ("CDBG") funds from the United States Department of Housing and Urban Development (hereinafter "HUD") pursuant to Title I of the Housing and Community Development Act of 1974 (41 USC 5301-5320) as amended (hereinafter "ACT"). The City will fund the Senior Nutrition Program ("Project) using CDBG funding and City funding. Contractor agrees to comply with all requirements of the ACT and the CDBG Program (24 CFR Part 570) with respect to the Project. 2.2 Contractor. Contractor desires to perform and assume responsibility for the provision of services required by the City on the terms and conditions set forth In this Agreement. Contractor represents that it is experienced In providing senior nutrition lunch services to public clients, Is licensed In the State of California, and Is familiar with the plans of City. 2.3 Project. City desires to engage Contractor to render such services for the Project as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, food, services, and incidental and customary work necessary to fully and adequately supply the counseling necessary for the Project ("Services"). The Services are more particularly described In Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed In accordance with, this Agreement, the exhibit attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. Term. The term of this Agreement shall be three years from July 1, 2020 to June 30, 2023, with options for two one-year extensions at the City's discretion. Contractor shall complete the i DocuSign Envelope ID: 1E1708A2-BD40-489E-9A4A-973E564ADBA3 Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Contractor. 3.2.1 Control and Payment of Subordinates- Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an Independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel In connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, Including, but not limited to: social security taxes, income tax withholding, unemployment Insurance, disability insurance, and workers' compensation Insurance. 3.2.2 Schedule of Services. Contractor shall perform the Services expeditiously, within the term of this Agreement, and In accordance with the Schedule of Services set forth In Exhibit "A" attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor's conformance with the Schedule, City shall respond to Contractor's submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Contractor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Contractor cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services In a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptiy removed from the Project by the Contractor at the request of the City. The key personnel for performance of this Agreement are as follows: Managing Director; Assistant Food Service Director; Food Service Director and, Area Manager. 3.2.5 City's Representative. The City hereby designates City Manager, or his designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act an behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the CIty's Representative or his or her designee. 3.2.6 Contractor's Representative. Contractor hereby designates the Managing Director, or his designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Pq DocuSign Envelope ID: 1E1748A2-8D40-489E-9A4A-973E664ADBA3 Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Contractor agrees to work closely with City staff In the performance of Services and shall be available to City s staff, Contractors and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals In the same discipline In the State of California. Contractor represents and maintains that it is skilled In the calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnlficatlon provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor's failure to comply with the standard of care provided for herein. Any employee of the Contractor or Its sub- contractors who is determined by the City to be uncooperative, Incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who falls or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Contractor shall keep Itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations In connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising there from. In the event that the City is required to reimburse the Federal Government as a result of a determination, after audit, that Contractor has misused funds, Contractor shall pay City all disallowed sums. Contractor shall defend, indemnify and hold City, Its officials, directors, officers, employees and agents free and harmless, pursuant to the Indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance 3.2.10.1 Time for Compliance. Contractor shall not commence Work under this Agreement until It has provided evidence satisfactory to the City that It has secured all Insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until It has provided evidence satisfactory to the City that the subcontractor has secured all Insurance required under this section. 3.2.10.2 Minimum Reauirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or In connection with the performance of 3 DoauSIgn Envelope ID; 1E1708A2-8040-489E-9A4A-973E584ADBA3 the Agreement by the Contractor, Its agents, representatives, employees or subcontractors. Contractor shall also require all of Its subcontractors to procure and maintain the same Insurance for the duration of the Agreement, Such Insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers' Compensation and Employers Liability: Workers' Compensation Insurance as required by the State of California and Employer's Liability Insurance. (B) Minimum Limits of Insurance, Contractor shall maintain limits no less than: (1) General Liability: $3,000,000 per occurrence for bodily injury, personal Injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreementllocation or the general aggregate limit shall be $3,000,000; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident for bodily injury or disease. 3.2.10.3 Insurance Endorsements. The Insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liabilltv. The general liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insured with respect to the Services or operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished In connection with such work; and (2) the Insurance coverage shall be primary Insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand In an unbroken chain of coverage excess of the Contractor's scheduled underlying coverage. Any Insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be excess of the Contractor's Insurance and shall not be called upon to contribute with It in any way. (B) Automobile Liabllity. The automobile liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional Insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, Its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor's scheduled underlying coverage. Any insurance or self-insurance maintained by the City, Its directors, officials, officers, employees, agents and volunteers shall be excess of the Contractor's Insurance and shall not be called upon to contribute with It in any way. (C) Workers' Compensation and Employers Liability Coverage. The Insurer shall agree to waive all rights of subrogation against the City, its directors, 4 DocuSign Envelope ID: 1E1708A2-8040-489E-9A4A-973ES64ADBA3 officials, officers, employees, agents and volunteers for losses paid under the terms of the Insurance policy which arise from work performed by the Contractor. (D) All Coverages. Each Insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents and volunteers. 3.2.10.4 Separation of Insureds: No Special Limitations. All Insurance required by this Section shall contain standard separation of Insureds provisions. In addition, such Insurance shall not contain any special limitations on the scope of protection afforded to the City, Its directors, officials, officers, employees, agents and volunteers. 3.2.10.5 Deductibles and Self -Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents and volunteers, or (2) the Contractor shall procure a bond guaranteeing payment of losses and related Investigation costs, claims and administrative and defense expenses. 3.2.10.6 Acceptability of Insurers. Insurance Is to be placed with Insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business In California, and satisfactory to the City. 3.2.10.7 Verification of Coverage. Contractor shall furnish City with original certificates of Insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that Insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required Insurance policies, at any time. 3.2.11 Safety. Contractor shall execute and maintain Its work so as to avoid Injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work Is to be performed. Safety precautions as applicable shall Include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) Instructions In accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing 5 DocuSlgn Envelope ID: IEl708A2-8D40-489E-9A4A-973E564ADBA3 apparel as are necessary or lawfully required to prevent accidents or Injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.12 Retention of Records and Reports. The Contractor shall maintain the following records and reports to assist the City In maintaining Its record keeping requirements: 3.2.12.1 Records. (A) Documentation of all CDBG funds received by City. (B) Documentation of expenses as Identified in the Bid. Contractor must establish and maintain, on a current basis, an adequate accounting system in accordance with generally accepted accounting principles and standards and OMB Circular A- 87. All expenditures must be documented by receipts, invoices, canceled checks, inventory rerecords, or other appropriate documents for non -personnel cost, and time records for personnel costs, which completely discloses the amount and nature of the expenditures. (C) Any such other related records as City shall require. 3.2.12.2 Reports. (A) Payment Request. (B) Quarterly Performance Report. Contractor shall submit to the City every three (3) months, quarterly reports, which shall be a statement describing the steps and approaches taken to meet the specified goals. This report shall include a project activity statement and shall include any program Income, any joint funding, and nonexpendable and expendable personal property purchased or leased with CDBG funds. These reports must trace the CDBG funds award to a level of expenditure adequate to establish that such funds have not been used in violation of the restrictions and prohibitions of applicable law. (C) f=inal Evaluation Report. Contractor shall annually make available for inspection Its performance, financial and all other records pertaining to performance of this Agreement to authorized City and HUD personnel, and allow said personnel to inspect and monitor Its facilities and program operations, including the Interview of Operation Agency staff and program participants as required by the City. The Contractor agrees to submit all data that are necessary to complete the Annual Performance Report In accordance with HUD requirements and no later than fifteen (15) days prior to the expiration of this Agreement. (D) Any such other reports as the City shall require. 3.2.13 Program Income, Contractor shall comply with the program income requirements set forth In §570.504 (c). At the end of the Agreement expiration/termination, Contractor shall remit all any program Income balances (including Investments thereof) held by Contractor (except those needed for Immediate cash needs, cash balances or a revolving [can fund, cash balances from a lump sum drawdown, or cash or Investments held for section 108 security needs). 3.2.14 Reversion of Assets. Upon the expiration of the Agreement, Contractor shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds, including any real property under the N. DocuSlgn Envelope ID; 1E1708A2-8040-489E-9A4A-973E864ADBA3 Contractor's control that was acquired or Improved In whole or in part with CDBG funds (including CDBG funds provided to the Contractor In the form of a loan) in excess of $25,000 is either: (i) Used to meet one of the national objectives in §570.208 until five years after expiration of the Agreement, or for such longer period of time as determined to be appropriate by City; or (ii) Not used In accordance with paragraph (b)(7)(i) of §570.503, in which event the Contractor shall pay to the City an amount equal to the current market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for the acquisition of, or Improvement to, the property. The payment is program Income to the City (No payment is required after period of time specified in §570.503(b)(7)(1)). 3.2.15 Uniform Administrative Reouirements. The Contractor shall comply with applicable uniform administrative requirements as described In 24 C.F.R. 570.502. 3.2.16 Compliance with Applicable Laws. Contractor agrees to comply fully with all applicable federal, State and local laws, ordinances, regulations, and permits, including but not limited to federal CDBG financial and contractual procedures, and OMB Circular Nos. A-87, A- 133, and A-110 with Attachments A, B, C, F, H, N, and 0, as set forth In 24 C.F.R 570.502(b). Said federal documents are on file at the City, and are incorporated herein by reference. The Contractor shall secure any new permits required by authorities herein with jurisdiction over the project, and shall maintain all presently required permits. The Contractor shall ensure that the requirements of the California Environmental Quality Act are met for any permits or other entitlements required to carry out the terms of this Agreement. 3.2.17 Political Activities. The Contractor is prohibited from using funds provided herein or personnel employed In the administration of the program for political activities as defined In CRR 570.207(a)(3), lobbying, political patronage, and nepotism activities. 3.2.18 Affirmative Action Policy. 3.2.18.1 Provisions of Program Services (A) Contractor shall not on the ground of race, color, national origin or sex, exclude any person from participation in, deny any person the benefits or, or subject 7 DocuSign Envelope ID: 1E170BA2-8D40489E-9A4A-973E564ADBA3 any person to discrimination under any program or activity funded In whole or In part with CDBG funds. (B) Contractor shall not under any program or activity funded in whole or In part with CDBG funds, on the ground of race, color, national origin, or sex: 1. Deny any facilities, services, financial aid or other benefits provided the program or activity. 2. Provide any facilities, services, financial aid or other benefits which are different or are provided in a different form from that provided to others under the program or activity. 3. Subject to segregated or separate treatment in any facility in, or In any matter or process related to receipt of any service or benefit under the program or activity. 4. Restrict In any way access to, or in the enjoyment of any advantage or privilege enjoyed by others In connection with facilities, services, financial aid or other benefits under the program or activity. 6, Treat an individual differently from another In determining whether the individual satisfies any admission, enrollment, eligibility, membership, or other requirement or condition which the individual must meet, in order to be provided any facilities, services or other benefit provided under the program or activity. 6. Deny an opportunity to participate in a program or activity as an employee. (C) Contractor may not utilize criteria or methods of administration which have the effective of subjecting individuals to discrimination on the basis of race, color, national origin, or sex, or have the effect of defeating or substantially impairing accomplishment of the objectives of the program or activity with respect to Individuals of a particular race, color, national origin, or sex. (D) Contractor, in determining the site or location of housing or facilities provided in whole or in part with CDBG funds, may not make selections of such site or location which have the effect of excluding individuals from, denying from the benefits or, or subjecting them to discrimination on the ground of race, color, national origin, or sex, or which have the purpose or effect of defeating or substantially Impairing the accomplishment of the objectives of the Civil Rights Act of 1964 and amendments thereto. (B) In administering a program or activity funded in whole or In part with CDBG funds regarding which the Contractor has previously discriminated against persons on the grounds of race, color, national origin or sex, the Contractor must take affirmative action to overcome the effects or prior discrimination. Even In the absence of such prior discrimination, a Contractor In administering a program or activity funded in whole or In part with CDBG funds should take affirmative action to overcome the effects of conditions which would otherwise result 8 DocuSign Envelope ID: IEl708A2-8D40-489E-gA4A-973ES84ADBA3 In limiting participation by persons of a particular race, color, national origin or sex. Where previous discriminatory or usage tends on the ground of race, color national origin, or sex to exclude Individuals from participation In, to deny them the benefits or, or to subject them to discrimination under any program or activity to which CDBG funding applies, the Contractor has an obligation to take reasonable action to remove or overcome the consequences or the prior discriminatory practice or usage, and to accomplish the purpose of the Civil Rights Act of 1964. Contractor shall not be prohibited by this part from taking any eligible action to ameliorate an Imbalance in service or facilities provided to any geographic area or specific group of persons within its jurisdiction where the purpose of such action Is to overcome prior discriminatory practice or usage. (F) Notwithstanding anything to the contrary in Section 3.2.18.1 (A) -(E) nothing contained herein shall be construed to prohibit any Contractor from maintaining or constructing separate living facilities or rest room facilities for different sexes. Furthermore, selectivity on the basis of sex is not prohibited when institutional or custodial services can properly be performed by a member of the same sex as the recipients of the services. 3.2.18.2 Emnlovment Discrimination (A) Contractor shall not discriminate against any employee or application for employment because of race, color, religion, sex, national origin, age, familial status or handicap. Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, age, familial status or handicap. Such action shall Include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rate of pay or other forms of compensation and selection for training Including apprenticeship. Contractor agrees to post in a conspicuous place available to employees and applicants for employment, notices setting forth the provisions of this non- discrimination clause. (B) Contractor shall, In all solicitations or advertisements for employees placed by or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, age, familial status or handicap. (C) Contractor shall send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by City's contracting officers advising the labor union or workers' representative of Contractor's commitments under Section 202 of Executive Order No. E DocuSlgn Envelope ID: IEl708A2-BD40.489E-9A4A-973E564ADBA3 11246 of September 24, 1965, and shall post copies of the notices In a conspicuous place available to employees and applicants for employment. (D) Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (E) Contractor shall furnish to the City all Information and reports required by Executive Order 11246 or September 24, 1965, and by the related rules, regulations, and orders. (F) In the event of Contractors failure to comply with any rules, regulations, or order required to be complied with pursuant to this Contract, City may cancel, terminate, or suspend In whole or in part its performance and Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized In Executive Order No. 11246 or September 24, 1965, and such other sanctions as may be Imposed and remedies invoked as provided In Executive Order No. 11246 or September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (G) Contractor shall include the provisions of Section 3.2.18.2(A) -(F) In every sub -contract or purchase order unless exempted by rules, regulations, or order of the Secretary of Labor Issued pursuant to Section 204 of Executive Order No. 11246 or September 24, 1965, so that such provisions will be binding upon each subcontractor rider as the City may direct as a means of enforcing such provisions Including sanctions for noncompliance. Provided, however, that is the event Contractor becomes Involved in, or is threatened with, litigation with a sub -contractor or vender as a result of such direction by the City, Contractor may request the United States to enter Into such litigation to protect the interest of the United States. (H) Contractor shall not discriminate on the basis of age In violation of any provision of the Age Discrimination Action of 1975 (42 U.S.C. 6101 et seq.) or with respect to any otherwise qualified handicapped Individual as provided In Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794). (1) Contractor shall also provide ready access to and use of all CDSG fund assisted buildings to physically handicapped persons In compliance with the standards established in the Architectural Barriers Act of 1968 (42 U.S.C. 4151 et seq.) and with the requirements of the Americans with Disabilities Act (ADA). 3.2.18.3 Remedies. In the event of Contractor's failure to comply with any rules, regulations, or orders required to be complied with pursuant to this Agreement, City may cancel, terminate, or suspend in whole or in part its performance and Contractor may be declared Ineligible for further government contracts and any such other sanctions as may be Imposed an remedies Invoked as provided by law. 3.2.19 Inelialbllity of Col3ttractors. Contractor shall not use CDSG funds directly or Indirectly in its operations or to comply, award contracts to, or otherwise engage the services of, or fund any contractor during any period of debarment, suspension, or placement in ineligibility status of any contractor under the provisions of 24 C.F.R. Part 24. 3.2.20 Asslanabliity. Contractor shall not assign or transfer any interest in this Agreement, whether by assignment, delegation or novation, without the prior written consent of 10 DocuSlgn Envelope ID: lE17O8A2-8D40-489E-9A4A-973E664ADBA3 City; provided, however, that claims for money due or to become due to Contractor from City under this Agreement may be assigned to a bank, trust company or other financial Institution, or to a trustee In bankruptcy, without such approval. Any assignment, delegation or novation other that as provided above shall be void, and Inoperative. Notice of any proper assignment or transfer shall be promptly furnished to City. 3.2.21 Conditions for Religious Organization. Contractor shall comply with all applicable conditions prescribed by HUD for the use of CDBG funds by religious organization if Contractor is a religious organization. 3.2.22 Licensing. Contractor agrees to obtain and maintain all licenses, registrations, accreditation and Inspections from all agencies governing Its operations. Contractor shall ensure that its staff shall also obtain and maintain all required licenses, registration, accreditation and Inspections from all agencies governing contractors funded hereunder. 3.2.23 Conflict of Interest. In the procurement of supplies, equipment, construction, and services by contract, the conflict of Interest provisions in Attachment 0 of OMB Circular No. A-110 and 24 C.F.R. 570.611 shall apply. 3.2.24 Other Program Requirements. Contractor shall carry out contract activities In compliance with all Federal laws and regulations described in subpart K of the CDBG Regulations, except the following: (i) Contractor does not assume the City's environmental responsibilities described at §570.504; and (il) Contractor does not assume City's responsibility for Initiating the review process under the provision of 24 CFR part 52. 3.3 Fees and Payments. 3.3.1 Compensation. Contractor shall receive compensation, Including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth. The total compensation for Fiscal Year 20-21 shall not exceed three dollars and eighty-one cents ($3.81) per meal for a maximum of 560 meals per week (Monday to Friday) for the Initial 52 weeks, without advance written approval of City or Its designee. Pricing adjustments shall be made on an annual basis and shall be agreed upon by the upon by the parties at a rate most recently released by the U.S. Department of Labor Consumer Price Index, All Urban Consumers, National Average Unadjusted, Food Away From Home. Up to ninety days prior to the anniversary of Commencement Date, the Contractor shall provide the City notification of the adjustment. On the anniversary date, Contractor's proposed adjustments shall go into effect, unless the parties have entered Into a written agreement with an alternative cost adjustment. 3.3.2 Payment of Compensation: Payment shall be made to Contract upon receipt of the reports, in a form prescribed by City, detailing such expenses. Payment shall be made in accordance with the City's Warrant Register Schedule. Payment shall be made provided 11 DocuSIgn Envelope ID: 1E1708A2-8D40-489E-9A4A-973E5e4ADBA3 that City Is satisfied that such expenses have been Incurred within the scope of this Agreement and that Contractor Is in compliance with the terms and conditions of this Agreement. 3.3.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized In writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevallina Wades. Contractor is aware of the requirements of California Labor Code Section 1720, at seq, and 1770, at seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance project, as defined by the Prevailing Wage. Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, Its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. This Agreement may be terminated by either party without cause upon thirty -(30) day's written notice. City shall be responsible for payment for work performed prior to the time such notice is given, but not for work performed after the notice If given, unless such work Is requested In writing by City after the notice of termination. 3.5.1.1 Suspension and Termination. In accordance with 24 CFR 85,43, suspension or termination may occur if Contractor materially fails to comply with any term of the 12 DocuSign Envelope ID: 1E170BA2-8D40-489E-9A4A-973E564ADBA3 Agreement, and that the Agreement may be terminated for convenience In accordance with 24 CFR 85.44. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other Information within thirty (30) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and In such manner as it may determine appropriate, services similar to those terminated, 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide In writing for this purpose. CONTRACTOR: CITY: Bateman Community Living, LLC, d.b.a. TRIO Community Meals 10 Canebrake Blvd, Suite 120 Flowood, Mississippi, 39232 Attn: John Kirk, Managing Director City of Rosemead 8838 East Valley Boulevard Rosemead, CA 91770 Attn: Thomas Boecking, Director of Parks & Recreation Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit In the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Compliance with Federal and State Law and Certification and Assurances. Contractor stipulates that it understands that the funds for this Contract are originally provided by the Federal Government and that consequently the expenditure of these funds Is subject to 13 DocuSign Envelope ID: 1E170BA2-8D40-489E-9A4A-973EB64ADBA3 specific requirements set forth In various Federal regulations and agreements between the City and U.S. Department of Housing and Urban Development. In particular, this Agreement is subject to requirements contained in 24 Code of Federal Regulations Part 570 and Title I of the Housing and Community Development Act of 1974 and its amendments. Contractor and City agree to cooperate to the fullest extent possible to Insure compliance with all Federal requirements. Contractor further warrants that It will comply with the following requirements: (A) Compliance with Section 3 of the Housing and Urban Development Act of 1968. (B) Requirements relating to equal employment opportunities. (C) (C) Requirements relating to the maintenance of a drug- free workplace. (D) Compliance with Federal Labor Standards. (E) Requirements forbidding Interests of certain Federal officials. (F) Compliance with the Clean Air Act, as amended, 42 USC 1857 at seq., the Federal Water Pollution Control Act, as amended, 33 USC 1251 et, seq., and EPA regulations In 40 CFR Part 40, as amended. (G) Requirements forbidding interests In this Contract by City and local government officials. (H) Compliance with program income and property management standards as defined In Federal Office of Management and Budget Circular A-102. (1) Program income - Transfers of grant funds by the City to the Contractor shall be adjusted according to the principles described in 24 C.F.R. 507.504 (b)(2)(1) and (ii). Any program Income on hand when this agreement expires, or received after this 14 DocuSlgn Envelope ID: 1E1708A2-8D40-489E-9A4A-973E664ADBA3 Agreements expiration, shall be paid to the City as required by Section A-15 of this Agreement and 24 C.F.R. 507.503(b). (J) Compliance with applicable uniform administrative requirements as described in .24 CFR Part 570.502(a) and (b). (K) Compliance with all Federal laws and regulations described In 24 CFR Part 570 at Subpart K of these regulations except that: 1. The Contractor does not assume the City's environmental responsibilities described at Section 570.604 of 24 GFR Part 570. 2. The Contractor does not assume the City's responsibility for Initiating the review process under the provisions of 24 CFR Part 52. (L) Upon expiration of this Agreement, the Contractor shall transfer to the City any Community Development Block Grant (CDBG) funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. Any real property under the Contractor's control that was acquired or improved In whole or in part with CDBG funds In excess of $25,000 must be either: (1) used to meet one of the National Objectives in Section 570.91 of 24 CFR Part 570 until five years after the expiration of this agreement; or (2) disposed of in a manner that results in the City being reimbursed In the amount of the current fair market value attributable to expenditures of non-CORO funds for acquisition of, or Improvement to, the property. (M) Other Federal Acts applicable to projects funded with Community Development Block Grant Funds. 3.5.4 Ownership of Materials and Confidentiallty. 3.5.4.1 Documents & Data Licensin_g of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied In plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed In any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"), Contractor shall require all subcontractors to agree In writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement, Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Contractor or provided to Contractor by the City. City shall not be limited In any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.4.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written Information, and other Documents and Data either created by or provided to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor. Such materials shall not, without the prior written consent of City, be used by Contractor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to 15 DocuSign Envelope ID; 1El706A2-8D40-469E-9A4A-973E564ADBA3 any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Contractor which is otherwise known to Contractor or is generally known, or has become known, to the related industry shall be deemed confidential. Contractor shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project In any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.5 Cooneratlon: Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.6 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or In connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.7 Indemnification. Contractor shall defend, Indemnify and hold the City, Its officials, officers, employees, volunteers and agents free and harmless from any and all claims. demands, causes of action, costs, expenses, Ilabillty, loss, damage or Injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or Incident to any alleged acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, Contractors and contractors arising out of or In connection with the performance of the Services, the Project or this Agreement, Including without limitation the payment of all consequential damages and attorneys' fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or Its directors, officials, officers, employees, agents or volunteers, In any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or In enforcing the Indemnity herein provided. Contractor's obligation to Indemnify shall not be restricted to insurance proceeds, If any, received by the City, its directors, officials, officers, employees, agents or volunteers. 3.5.8 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, T DocuSign Envelope ID: lE170W-8D40-489E-9A4A-973E564ADBA3 understandings or agreements. This Agreement may only be modified by a writing signed by both Parties. 3.5,9 Governing Law. This Agreement shall be governed by the laws of the State of Californla. Venue shall be in Los Angeles County. 3.5.10 Time of Essence. Time Is of the essence for each and every provision of this Agreement. 3.5.11 City's Riaht to Employ Other Contractors. City reserves right to employ other Contractors in connection with this Project. 3.5.12 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 3,5.13 Assignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or Interest by reason of such attempted assignment, hypothecation or transfer. 3.5.14 Construction: References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not workdays. All references to Contractor Include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City Include Its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement, The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.15 Amendment: Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.16 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.17 No Third -Party Beneficiaries. There are no intended third -party beneficiaries of any right or obligation assumed by the Parties. 3.5.18 Invalidity; Severability. If any portion of this Agreement Is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect, 3.5.19 Prohibited Interests,. Contractor maintains and warrants that It has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement, Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely 17 DocuSIgn Envelope ID: 1E1708AZ-8D40-489E-9A4A-973E584ADBA3 for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising there from. 3.5.20 Equal Opportunity Emolovment. Contractor represents that It Is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall Include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.21 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance In accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.22 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.23 Counterparts. This Agreement may be signed In counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Reoulred. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written 18 OoouSign Envelope t0; 1E1708A2-8040489E-9A4A-973E664AOBA3 approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated In this Agreement. IN WITNESS WHEREOF, City and Contractor have caused this Agreement to be executed by their duly authorized representatives. This Agreement is effective as of June 9, 2020. CITY OF ROSEMEAD B'ACT 12 Gloria Molleda City Manager ATTEST: R BY: Fricka Hernandez City Clerk Approved as to Form: 211,j,��� BY: Rachel Richman City Attorney BATEMAN COMMUNITY LIVING, LLC Doeuftnod by: BY: 6b .Iti. WK' 4 7F... Managing Director 19 DocuSign Envelope 1D; 1 E1706A2-BD40-489E-9A4A-973E664ADBA3 EXHIBIT A SCHEDULE OF SERVICES Project Name Senior Nutrition Target Area Community Wide Goals Supported Increase Public Services for Seniors Needs Addressed Supportive Service Needs Funding CDBG and General Fund Description Provide funds for the Senior Nutrition Program. The Senior Nutrition Program provides high quality, cost efficient, nutritious meals at one City location (Garvey Community Center) to seniors living in Rosemead and promotes the role of nutrition in preventative health and long-term care. Target Date 711!2020 Estimate the number and type of families that will benefit from the proposed activities Location Description Planned Activities The Senior Nutrition Program will provide high quality, cost efficient, nutritious meals at the Garvey Community Center to seniors living In Rosemead and promotes the role of nutrition In preventative health and long term care. 20 Attachment B Proposed Amendment MAYOR: POLLY LOW MAYOR PRO TEM: SEAN DANG COUNCIL MEMBERS: SANDRA ARMENTA MARGARET CLARK STEVEN LY City of'RvsemeaQ 8838 E. VALLEY BOULEVARD P.O BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT BATEMAN COMMUNITY LIVING, LLC D.B.A. TRIO COMMUNITY MEALS This FIRST AMENDMENT ("Amendment") is made and entered into this 22nd day of June, 2021 ("Effective Date"), by and between the City of Rosemead, a municipal organization, organized under the laws of the State of California with its principal place of business at 8838 East Valley Blvd., Rosemead, California 91770 ("City") and Bateman Community Living, LLC d.b.a. Trio Community Meals a foodservice and hospitality provider with its principal place of business at 300 S. Tryon St., Suite 400, Charlotte, NC 28202 ("Contractor"). City and Contractor are sometimes individually referred to herein as "Parry" and collectively as "Parties." WHEREAS, City and Contractor entered into an agreement on June 9, 2020, for providing senior nutrition lunch services (the "Agreement"); and WHEREAS, this Agreement is set to expire on June 30, 2023; and WHEREAS, the City and the Contractor may mutually agree to extend the term of this Agreement for up to two additional one-year extensions. NOW, THEREFORE, the Parties agree as follows: SECTION 3. Section 3.1.1 Term shall be amended to read: 3.3. Fees and Payments. 3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth. The total compensation for Fiscal Year 20-21 shall not exceed three dollars and eighty-one cents ($3.81) per meal for a maximum of 800 meals per week (Monday to Friday) for the initial 52 weeks, without advance written approval of City or its designee. Pricing adjustments shall be made on an annual basis and shall be agreed upon by the upon by the parties at a rate most recently released by the U.S. Department of Labor Consumer Price Index, All Urban Consumers, National Average Unadjusted, Food Away From Home. Up to ninety days prior to the anniversary of Commencement Date, the Contractor shall provide the City notification of the adjustment. On the anniversary date, Contractor's proposed adjustments shall go into effect, unless the parties have entered into a written agreement with an alternative cost adjustment. SECTION 2. All other terms, condition, and provisions of the Original Agreement not in conflict with this Amendment, shall remain in full force and effect. SECTION 3. The City Clerk shall certify to the adoption of this Amendment and hereafter the same shall be in full force and effect. IN WITNESS WHEREOF, City and AUDITOR have caused this Agreement to be executed by their duly authorized representatives as of the day and year first above written. CITY OF ROSEMEAD Bateman Community Living, LLC d.b.a. Trio Community Meals Gloria Molleda, City Manager ATTEST: Ericka Hernandez, City Clerk APPROVED AT TO FORM: By: Rachel Richman, City Attorney Name: Title: