12-150 Community Development Block Grant City Non-Profit Contract (Public Services), West Valley Community Services FIRST AMENDMENT
TO COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM
CITY/NON-PROFIT PUBLIC SERVICE CONTRACT
The First Amendment to Contract is entered into between WEST VALLEY COMMUNITY
SERVICES (WVCS) OF SANTA CLARA COUNTY,INC. (CORPORATION) and the CITY
OF CUPERTINO (CITY) to amend the Contract entered into pursuant to the Catalog of
Federal Domestic Assistance (CFD A) for allocation and disbursement of Community
Development Block Grant (CDBG) funds to Corporation dated July 1.2014,(CONTRACT).
WITNESSETH
WHEREAS, the CITY has applied for and received a FY 2015-16 funding allocation for
CDBG funds from the United States Department of Housing and Urban Development(HUD);
and
WHEREAS, the City Council authorized the City Manager execute amendments with
organizations as needed to implement the FY 2015-16 allocation of CDBG funds; and
WHEREAS, the parties wish to enter into this amendment to increase CORPORATION's
CDBG entitlement, extend the term of the CONTRACT, revise the Project Description,
Implementation Time Schedule and Project Budget;
THEREFORE, the parties agree as follows:
1. Section I,entitled "Program," is revised to read as follows:
For the period of July 1,2014 to June 30, 2015, CITY agrees to allocate a portion of its
CDBG entitlement, as defined in 24 CFR 570 Subpart J, "Grant Administration," to
CORPORATION as a subrecipient for eligible public service activities, in the sum of
Twenty Four Thousand and Seventy Dollars and No Cents ($24,070.00) for the purpose of
implementing the CORPORATION'S project, as more particularly described in Exhibits A-F.
For the period of CITY agrees to allocate a portion of its
current CDBG entitlement, as defined in 24 CFR 570 Subpart J, "Grant Administration," to
CORPORATION as a subrecipient for eligible public service activities, in the sum of
Twenty Two Thousand Nine Hundred and Ninety One Dollars and No Cents
;99° :00 for the purpose of implementing the CORPORATION'S project, as more
particularly described in Exhibits A-F as noted herein, attached to this First Amendment.
The total CDBG allocation for FY 2 014-15 through FY 2015-16 shall not exceed
Forty Seven Thousand and Sixty One Dollars and No Cents ($47,061.00).
2. Section II, "Term," is amended to read as follows, the purpose of this Contract is for the CITY
to disburse Grant funds for eligible activities. Unless amended prior to its expiration, the term
of this Contract for disbursement purposes will begin on July 1,2015 and will end on June 30,
2016, unless terminated earlier pursuant to Section VI or Section VII of the Contract.
Page 1 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
3. The following Exhibits to the Contract are hereby added to read as shown in the attachments to
this Amendment:
1. Exhibit A: Program Description
2. Exhibit B: Program Work Plan
3. Exhibit C: Program Implementation Timeline Schedule
4. Exhibit D: Program Budget
5. Exhibit E: Basic Insurance and Bond Requirements for Non-Profit Contracts
6. Exhibit F: Assurances
4. All terms, covenants and conditions stated in the CONTRACT, which are not herein amended,
remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Amendment effective on the
later date shown below.
AGENCY: CITY OF CUPERTINO, a municipal
West Valley Community Services (WVCS) corporation
of Santa Clara County,Ince
BY: p�- � -
-
tC4,��b
(Print Name) (Print Name)
Naomi Nakano-Matsumoto Date Bavid Brandt Date
Executive Director City Manager
APPROVED AS TO FORM AND ATTEST:
LEGALITY:
J 9(/W/, 19 "-F-1T
- Pow W
Carol Korade Date race Schmidt Date
EXPENDITURE DISTRIBUTION
ACCOUNT
NUMBF-R AMOUNT
600-623
Original Contract: 49_L�J D%fD0�:'
Total: T :�j D 6 f, "�D
Page 2 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EXHIBIT A
PROGRAM DESCRIPTION
Agency Name: DUNS#:
West Valley Community Services(WVCS)of Santa Clara County,Inc. 14-108-8968
Executive Director: Project Manager: Project#(For Office Use Only)
Naomi Nakano-Matsumoto Sujatha Venkatraman CDBG-2015-3
Street Address: City: State: Zip Code:
10104 Vista Drive Cupertino California 95014
Telephone number: Fax Number: Project Manager E-mail Address:
408.255.8033 408.366.6090 sujathav@wvcommunityservices.org
Name of Project/Program:
Community Access to Resource and Education(CARE)
Project/Program Location:
10104 Vista Drive,Cupertino,California 95014
Program Description:
WVCS's Community Access to Resource and Education(CARE)program is designed to support the most vulnerable and high
risk residents of Cupertino and surrounding Cupertino hills through case management and supportive services.CARE is intended
to help improve self sufficiency of the families and individuals by connecting them to community resources and work with them
on capacity building.The main objectives of CARE are to encourage more stable and sustainable solutions which will foster self-
sufficiency instead of dependency,and make services easily available and accessible to clients.CARE incorporates both case
management and wrap around services to help at-risk and vulnerable households manage crisis and provide stabilization to help
them to move towards self-sufficiency.The target population of CARE includes low income seniors,families with children,at-
risk youth and disabled adults.
CARE programs specific activities include the following:
Case Management:Case management is a key component of CARE that focuses on self-sufficiency instead of dependability and
will focus on more stable and sustainable solutions.CARE case managers work to assess the family needs by using the self-
sufficiency matrix.Based on this assessment and the families'self-sufficiency matrix score,the case manager will develop family
case plan with goals to address critical needs and improve self-sufficiency.
Food Pantry:All qualified clients will have access to the food pantry in order to supplement their needs and reduce grocery
expenses.Every visit to the food pantry includes fresh fruit and vegetables,fresh bread,eggs,a source of protein,and milk,
sourced from Second Harvest Food Bank and generous donations from local grocery stores such as Safeway and Whole Foods.
Emergency Financial Assistance:WVCS will provide one-time Emergency Financial Assistance for homelessness preventions
and rapid re-housing.The goal is to stabilize individuals and families during times of trouble and help them return to self-
sufficiency.Homeless Prevention provides one-time emergency financial assistance will help families prevent eviction to
maintain housing.Rapid Re-housing will helps re-house families that have been displaced.This deposit assistance will be the
families'first step in securing permanent housing.
Financial Workshops:WVCS will provide three key activities that offer basic and essential financial literacy and asset-building
services for low income individuals and families:Group Workshops and Individual Financial Consultations in conjunction with
case Management.
CARE incorporates both case management and wrap around services to help at-risk and vulnerable households manage crisis and
provide stabilization to help them to move out of poverty towards self-sufficiency.CARE provides education on existing,services
and resources in the community such as food stamps,SSI,SSID,CalWorks,Utility User's Tax and Earn Income Tax Credit
(EITC)which provides long term solutions to families in need.In addition,wrap-around case management allow clients access to
services they need in order to find sustainable housing and employment as well as community resources that help them address
special needs.The supportive services helps clients'capacity to gain better employment,resolve current crisis and lead them to
long-term stability for the clients and the community overall.Wrap-around services include access to mental health services,
nutrition classes,benefits clinic,and special seasonal programs.
Page 3 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EX MIT B
PROGRAM WORK PLAN
FY 2015/16
AGENCY NAME: West Valley Community Services(WVCS)of Santa Clara County,Inc.
PROJECT NAME: Community Access to Resource and Education(CARE)
xHUDrNational Obiectiye d:
Limited Clientele(LMC)
Benchmarks for Each Quarter
Objectives st n r t
1 2 3 4 TOTAL
Case management and supportive services 25 25 25 25 100
Page 4 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EXHIBIT C
PROGRAM IMPLEMENTATION TIMELINE SCHEDULE
FY 2015/16
AGENCY NAME: West Valley Community Services (WVCS) of Santa Clara County,Inc.
PROJECT NAME: Community Access to Resource and Education(CARE)
Activity Number& Description:
#1.Case management and support services
Activit #, =46t' Au ' Seip Oct . Nov Dec.. °'Jan Feb' ", Mai r °:-May Jun `.Tota1 '���
1 5 5 5 5 10 10 10 10 10 10 10 10 100
Page 5 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EXHIBIT D
PROGRAM BUDGET
FY 2015/16
Agency Name: West Valley Community Services (WVCS) of Santa Clara County, Inc.
Project Name: Community Access to Resource and Education (CARE)
Proposed Project Expenses FY 2014/15
Salaries/Benefits/Payroll/Taxes $22,991.00
Office Supplies $0.00
Communication $0.00
Publications/Printing/Advertising $0.00
Travel $0.00
ent/Lease/Mortgage $0.00
Utilities $0.00
Insurance $0.00
Equipment Rental/Maintenance $0.00
Audit/Legal/Professional Services (for CDBG portion only) $0.00
Direct Services (Funding for specific service such as a meal, ride) $0.00
Contracted Services $0.00
Other $0.00
Total Expenses $22,991.00
Page 6 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment.
EXHIBIT E
BASIC INSURANCE AND BOND REQUIREMENTS FOR
NON-PROFIT CONTRACTS
Definition of Contractor: The "Contractor" as the word is used herein is the party contracting with the City
of Cupertino for the direct distribution of CDBG funds.If your organization will be contracting for construction
work (such as general contractors building rental apartments) to undertake a Program (as defined in this Non-
Profit/City Contract)then the requirements set forth herein shall be complied with by the party contracted with
for construction work protecting both the non-profit and the City.
Indemnity
The Contractor shall indemnify, defend, and hold harmless the City of Cupertino (hereinafter "City"), its
officers, agents and employees from any loss, liability, claim, injury or damage arising out of, or in connection
with performance of this Contract by Contractor and/or its agents, employees or subcontractors, excepting only
loss, injury or damage caused solely by the acts or omissions of personnel employed by the City. It is the intent
of the parties to this Contract to provide the broadest possible coverage for the City. The Contractor shall
reimburse the City for all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation in
which the Contractor is obligated to indemnify, defend and hold harmless the City under this Contract.
Insurance
Without limiting the Contractor's indemnification of the City, the Contractor shall provide and maintain at its
own expense, during the term of this Contract, or as may be further required herein, the following insurance
coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the Contractor shall provide on the City's own form or a form
approved by the City's Insurance Manager an original plus one copy of a Certificate of Insurance certifying that
coverage as required herein has been obtained and remains in force for the period required by this Contract.
The contract number and project name must be stated on the Certificate of Insurance. The City's Special
Endorsement form shall accompany the certificate. Individual endorsements executed by the insurance carrier
may be substituted for the City's Special Endorsement form if they provide the coverage as required. In
addition, a certified copy of the policy or policies shall be provided by the Contractor upon request.
This verification of coverage shall be sent to the address as shown on the City's Certificate of Insurance form
and to the Housing and Community Development Program at the address set forth in this Contract at Section
VI. PROGRAM COORDINATION, Paragraph C., NOTICES. The Contractor shall not issue a Notice to
Proceed with the work under this Contract until it has obtained all insurance required and such insurance has
been approved by the City. This approval of insurance shall neither relieve nor decrease the liability of the
Contractor.
B. Notice of Cancellation of Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development Department, 10300
Torre Avenue,Cupertino,CA 95014.
C. QualifyingInsurers
All policies shall be issued by companies which hold a current policy holder's alphabetic and financial
size category rating of not less than A VIII, according to the current Best's Key Rating Guide, unless
otherwise approved by the City's Insurance Manager.
Page 7 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and property damage
which provides limits of not less than one million dollars ($1,000,000) combined single limit (CSL)
per occurrence.
OR
2. Commercial General Liability Insurance - for bodily injury (including death) and property damage
which provides limits as follows:
a. General limit per occurrence-$1,000,000
b. General limit aggregate-$2,000,000
C. Products/Completed Operations-$1,000,000 aggregate
d. Personal Injury limit-$1,000,000
If coverage is provided under a Commercial General Liability Insurance form,the carrier shall provide
the City Insurance Manager with a quarterly report of the amount of aggregate limits expended to that
date. If over 50% of the aggregate limits have been paid or reserved, the City may require additional
coverage to be purchased by the Contractor to restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000) per
occurrence/aggregate to be maintained for two (2)years following acceptance of the work by
the City.
C. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors'(Protective) liability.
f. Severability of Interest clause providing that the coverage applies separately to each
insured except with respect to the limits of liability.
4. For either type of insurance,coverage shall include the following endorsements, copies of which shall
be provided to the_City:
a. Additional Insured Endorsement:
Such insurance as is afforded by this policy shall also apply to the City of Cupertino, and members of
the City Council, and the officers, agents and employees of the City of Cupertino, individually and
collectively, as additional insureds.
b. Primary Insurance Endorsement:
Page 8 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
Such insurance as is afforded by the additional insured endorsement shall apply as primary insurance,
and other insurance maintained by the City of Cupertino, its officers, agents, and employees shall be
excess only and not contributing with insurance provided under this policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be cancelled nor the coverage reduced by the Company without 30 days prior
written notice of such cancellation or reduction in coverage to the City of Cupertino at the address
shown on the Certificate of Insurance.
d. Contractual Liability Endorsement:
This policy shall apply to liability assumed by the insured under written contract with the City of
Cupertino.
e. Personal Injury Endorsement:
The provisions of this policy shall provide Personal Injury coverage.
f. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured that is seeking coverage or
against whom a claim is made or a suit is brought, except with respect to the Company's limit of
liability.
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and property
damage which provides total limits of not less than one million dollars ($1,000,000) combined single
limit per occurrence applicable to all owned,non-owned and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-states
endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per
occurrence for all employees engaged in services or operations under this Contract.
C. Inclusion of the City and its governing board(s), officers, representatives, agents, and
employees as additional insured's, or a waiver,of subrogation.
7. Professional Errors and Omissions Liability Insurance
This type of insurance should be provided by persons/entities you contract with to provide you with
professional services.
a. Limits of not less than one million dollars($1,000,000).
b. If this policy contains a self retention limit, it shall not be greater than ten thousand dollars
($10,000)per occurrence/event.
C. This coverage shall be maintained for a minimum of two (2) years following termination of
this Contract.
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FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
The City must first approve any exceptions to the above requirements.
8. Bond Requirements
Fidelity Bond-Before receiving compensation under this Contract, Contractor will furnish City with evidence
that all officials, employees, and agents handling or having access to funds received or disbursed under this
Contract,or authorized to sign or countersign checks, are covered by a BLANKET FIDELITY BOND in an
amount of AT LEAST fifteen percent (15%) of the maximum financial obligation of the City cited herein. If
such bond is cancelled or reduced, Contractor will notify City immediately, and City may withhold further
payment to Contractor until proper coverage has been obtained. Failure to give such notice may be cause for
termination of this Contract,at the option of the City.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be maintained
by the Contractor and any approval of said insurance by the City or its insurance consultant(s)
are not intended to and shall not in any manner limit or qualify the liabilities and obligations
otherwise' assumed by the Contractor pursuant to this Contract, including but not limited
to the provisions concerning indemnification.
b. The City acknowledges that some insurance requirements contained in this Contract may be
fulfilled by self-insurance on the part of the Contractor. However, this shall not in any way
limit liabilities assumed by the Contractor under this Contract. The City shall approve any
self-insurance in writing.
C. The City reserves the right to withhold payments to the Contractor in the event of material
noncompliance with the insurance requirements outlined above.
d. If the Contractor fails to maintain such insurance as is called for herein, the City must order
the Contractor to immediately suspend work at Contractor's expense until a new policy of
insurance is in effect.
Page 10 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
ADDENDUM TO EXHIBIT "E"
BASIC INSURANCE AND BOND REQUIREMENTS
FOR CONSTRUCTION PROJECTS USING CITY FUNDS
If your organization will be contracting for construction work (such as general contractors building rental
apartments)to undertake a Program(as defined in this Non-Profit/City Contract)then the requirements set forth
in this Addendum to Exhibit "E" shall be complied with by the party contracted with for construction work
protecting both the non-profit and the City.
Indemnity
The General Contractor (hereinafter referred to as "General") shall indemnify, defend, and hold harmless the
City of Cupertino (hereinafter "City"), its officers, agents and employees, and the Contractor, it's officers,
agents and employees from any loss, liability, claim, injury or damage arising out of, or in connection with
performance of this Contract by General and/or its agents, employees or subcontractors, excepting only loss,
injury or damage caused solely by the acts or omissions of personnel employed by the City or the Contractor.It
is the intent of the parties to this Contract to provide the broadest possible coverage for the City and the
Contractor. The General shall reimburse the City and the Contractor for all costs, attorneys' fees, expenses and
liabilities incurred with respect to any litigation in which the General is obligated to indemnify, defend and hold
harmless the City and the Contractor under this Contract.
Insurance
Without limiting the General's indemnification of the City and the Contractor, the General shall provide and
maintain at its own expense, during the term of this Contract,or as may be further required herein,the following
insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract,.the General shall provide an original plus one copy of a Certificate of
Insurance certifying that coverage as required herein has been obtained and remains in force for the period
required by this Contract. The contract number and project name must be stated on the Certificate of Insurance.
Individual endorsements executed by the insurance carrier shall accompany the Certificate.
This verification of coverage shall be sent to the Contractor at the address stated below and to the Community
Development Department, 10300 Torre Avenue, Cupertino, CA 95014. The Contractor shall not issue a Notice
to Proceed with the work under this Contract until it has obtained all insurance required and such insurance has
been approved by the Contractor and final approval by the City. This approval of insurance shall neither relieve
nor decrease the liability of the Contractor.
B. Notice of Cancellation or Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any cancellation or
reduction in coverage to be sent to the Community Development Department as stated above, and the
Contractor at the following address:
West Valley Community Services(WVCS)of Santa Clara County,Inc.
10104 Vista Drive
Cupertino,California 95014
C. Qualifying Insurers
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FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
I. All policies shall be issued by companies which hold a current policy holder's alphabetic and financial
size category rating of not less than A.VIII, according to the current Best's Key Rating Guide, unless
otherwise approved by the City.
2. Surety coverage(including bid,performance and payment bonds)shall be required as follows:
a. For projects in excess of$100,000:
b. Either a California Admitted Surety OR a current Treasury Listed Surety (Federal Register);
and either a current A.M.Best A IV rated Surety OR a current Standard and Poors(S&P)rating of A;
c. An admitted surety insurer which complies with the provisions of the Code of Civil Procedure,
Section 995.660*;
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is approved by the City's
Insurance/Risk Manager.
b. For projects between$25,000 and not exceeding$100,000:
1. A California Admitted Surety and either a current A.M. Best B rated Surety OR a current
Standard and Poors(S&P)rating of B B;
OR
2. An admitted surety insurer which complies with the provisions of the Code of Civil Procedure,
Section 995.660%
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is approved by the City's
Insurance/Risk Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and property damage
which provides limits of not less than one million dollars ($1,000,000) combined single limit (CSL)
per occurrence.
OR
2. Commercial General Liability Insurance-for bodily injury(including death)and property damage
which provides limits as follows:
a. General limit per occurrence-$1,000,000
b. General limit aggregate-$2,000,000
C. Products/Completed Operations-$1,000,000 aggregate
d. Personal Injury limit-$1,000,000
If coverage is provided under a Commercial General Liability Insurance form,the carrier shall provide
the City Insurance Manager with a quarterly report of the amount of aggregate limits expended to that
California Code of Civil Procedure Section 995.660 in summary,states that an admitted surety must provide: 1)the original,or a certified copy of instrument authorizing
the person who executed the bond to do so;2)a certified copy of the Certificate of Authority issued by the Insurance Commissioner;3)a certificate from City Clerk of
Cupertino City that Certificate of Authority has not been surrendered,revoked,canceled,annulled or suspended;4)a financial statement showing the assets and liabilities
of the insurer at the end of the quarter calendar year,prior to 30 days next preceding the date of the execution of the bond.
Page 12 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
date. If over 50% of the aggregate limits have been paid or reserved, the City may require additional
coverage to be purchased by the General to restore the required limits.
3. For either type of insurance,coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000) per
occurrence/aggregate to be maintained for two (2)years following acceptance of the work by
the City.
C. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors'(Protective)liability
f. Severability of Interest clause providing that the coverage applies separately to each insured
except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies of which shall
be provided to the City and the Contractor:
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the City of Cupertino and Contractor as
additional insureds.
b. Primary Insurance Endorsement:
Insurance afforded by the additional insured endorsement shall apply as primary insurance,
and other insurance maintained by the City of Cupertino and the Contractor shall be excess
only and not contributing with insurance provided under this policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be canceled nor the coverage reduced by the Company without 30 days
prior written notice of such cancellation or reduction in coverage to the City of Cupertino
CDBG Program,and the Contractor at the addresses set forth on page 10 of this Addendum.
d. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured who is seeking coverage
or against whom a claim is made or a suit is brought, except with respect to the Company's limit of
liability. .
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and property
damage which provides total limits of not less than one million dollars ($1,000,000) combined single
limit per occurrence applicable to all owned,non-owned and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-states
endorsement.
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FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per
occurrence for all employees engaged in services or operations under this Contract.
7. Work and Materials Insurance (including but not limited to Builder's Risk, Course of Construction,
Installation Floater or similar first party property insurance for covering the interest of the Contractor
and the City) shall be provided by the Contractor.
The Contractor's coverage shall provide the following:
a. Coverage shall be provided on an "all-risk"basis.
b. Coverage shall be provided on the work and materials which are the subject of this Contract,
whether in process or manufacture or finished, including "in transit" coverage to the final
agreed upon destination of delivery, and including loading and unloading operations, and such
coverage shall be in force until the work and materials are accepted by the City.
C. City and non-profit shall be named as additional insured as its interests may appear at the time
of loss.
d. Coverage shall be in an amount no less than the full replacement value of the property at the
time of loss.
e. The deductible shall not exceed $1,000 per occurrence unless otherwise approved by the City
and shall be borne by the Contractor.
f. If the construction contractor fails to maintain such insurance as is called for herein, the City
shall have cause to terminate this Contract in accordance with Section V,paragraph B.
8. Bond Requirements
The following bond requirements apply:
a. Contract Bonds - Prior to execution of the Contract, Contractor shall file with the City on the
approved forms, the two surety bonds in the amounts and for the purposes noted below, duly
executed by a reputable surety company satisfactory to City, and Contractor shall pay all
premiums and costs thereof and incidental thereto. Both Contractor and the sureties shall sign
each bond.
b. The "payment bond for public works" shall be in an amount of one hundred percent
(100%)of the Contract price, as determined from the prices in the bid form, and shall insure to
the benefit of persons performing labor or furnishing materials in connection with the work of
the proposed Contract.This bond shall be maintained in full force and effect until all
work under the Contract is completed and accepted by the City, and until all claims for
materials and labor have been paid.
C. The "performance bond" shall be in an amount of one hundred percent(100%)of the Contract
price as determined from the prices in the bid form. and shall insure the faithful
performance by Contractor of all work under the Contract.It shall also insure the replacing of,
or making acceptable,any defective materials or faulty workmanship.
Should any surety or sureties be deemed unsatisfactory at any time by the City notice will be
given Contractor to that effect, and Contractor shall forthwith substitute a new surety or
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FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
sureties satisfactory to the City. No further payment shall be deemed due or will be made
under the Contract until the new sureties qualify and are accepted by the City.
All alterations, time extensions, extra and additional work, and other changes authorized by
the Specifications, or any part of the Contract, may be made without securing consent of the
surety or sureties on the contract bonds.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be
maintained by the General and any approval of said insurance by the City or the Contractor are
not intended to and shall not in any manner limit or qualify the liabilities and obligations
otherwise assumed by the General pursuant to this Contract, including but not limited to the
provisions concerning indemnification.
b. The Contractor reserves the right to withhold payments to the General in the event of material
noncompliance with the insurance requirements outlined above.
C. The Contractor shall notify the City Community Development Department promptly of all
losses or claims over $25,000 resulting from work performed under this contract, or any
products/completed operations loss or claim against the contractor resulting from any of the
contractor's work.
EXHBIT F
ASSURANCES
CORPORATION hereby assures and certifies that it will comply with all regulations,policies, guidelines and
requirements applicable to the acceptance and use of Federal funds for this Federally-assisted program and will
be responsible for implementing and complying with all relevant future changes to Federal Regulations or
OMB Circulars. Specifically CORPORATION gives assurances and certifies with respect to the PROGRAM
that it is in compliance with the following Regulations as defined by 24 CFR,Part 570, Subpart J;24 CFR,
Part 570, Subpart K; and will be conducted and administered in conformity with"Public Law 88.352 and
Public Law 90-284.
1. 570.601. Public Law 88-352 and Public Law 90-284; affirmatively furthering fair housing;Executive
Order 11063,as amended by Executive Order 12259 addresses discrimination. HUD regulations
implementing Executive Order 11063 are contained in 24 CFR,Part 107;Title VI of the Civil Rights
Act of 1964 as amended;Title VIII of the Civil Rights Act of 1968 as amended; Section 104(b)and
Section 109 of Title I of the Housing and Community Development Act of 1974 as amended; Section
504 of the Rehabilitation Act of 1973;the Age Discrimination Act of 1975;Executive Order 11246 as
amended by Executive Orders 11375, 12086, 11478, 12107;Executive Order 11625 as amended by
Executive Order 12007;Executive Order 12432;Executive Order 12138 as amended by executive
Order 12608.
2. 570.602. Section 109 of the Act addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards.
Page 15 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation,Displacement and Acquisition.
7. 570.607. Employment and Contracting Opportunities.
8. 570.608. Lead-Based Paint.
9. 570.609. Use of Debarred, Suspended,or Ineligible Contractors or Subrecipients.
10. 570.610. Uniform Administrative Requirement and Cost Principles. The CITY, its Subrecipients,
agencies or instrumentalities, shall comply with the policies,guidelines, and requirements of 24 CFR
Part 85 (Common Rule), and OMB Circulars A-110(Grants and Agreements with Non-Profit
Organizations),A-122(Cost Principles for Non-Profits), A-128 (Audits of State and Local
Governments-implemented at 24 CFR,Part 24), and A-133 (Audits of Institutions of Higher Education
and Other Non-Profit Institutions),as applicable, as they relate to the acceptance and use of Federal
funds under this part. The applicable sections of 24 CFR,Part 85 and OMB Circular A-100 are set
forth at 570.502.
11. 570.611. Conflict of Interest.
12. 570.612. Executive Order 12372 allows States to establish its own process for review and comment
on proposed Federal financial assistance programs, specifically the use of CDBG funds for the
construction or planning of water or sewer facilities.
13. 570.613. Eligibility restrictions for certain resident aliens.
14. 570.614. Architectural Barriers Act and the Americans with Disabilities Act. Federal regulations
issued pursuant thereto,which prohibit discrimination against the disabled in any federally assisted
program,the requirements of the Architectural Barriers Act of 1968(42 U.S.C.4151-4157)and the
applicable requirements of Title Il and/or Title III of the Americans with Disabilities Act of 1990(42
U.S.C. 12131 et sec.),the requirements of Section 504 of the Rehabilitation Act of 1973 (29 U.S.C.
794),and federal regulations issued pursuant thereto.
15. Drug Free Work Place. The requirements of the Drug Free Workplace Act of 1988(P.L. 100-690)
and implementing regulations at 24 C.F.R.Part 24.
16. Religious Organizations. If the CORPORATION is a religious organization,as defined by the
CDBG program,all conditions prescribed by HUD for the use of CDBG Funds by religious
organizations,including the First Amendment of the United States Constitution regarding church/state
principles and the applicable constitutional prohibitions set forth in 24 C.F.R. Section 570.2000).
17. Flood Disaster Protection. The Flood Disaster Protection Act of 1973 (P.L.93-234). No portion of
the assistance provided under this Agreement is approved for acquisition or construction purposes as
defined under Section 3(a)of said Act,for use in an area identified by HUD as having special flood
hazards which is located in a community not then in compliance with the requirements for
participation in the national flood insurance program pursuant to Section 201(d)of said Act.The use
of any assistance provided under this Agreement for such acquisition or construction in such identified
areas in communities then participating in the national flood insurance program is subject to the
mandatory purchase of flood insurance requirements of Section 102(a)of said Act. Any contract or
Agreement for the sale, lease, or other transfer of land acquired,cleared or improved with assistance
provided under this Agreement is to contain certain provisions.These provisions will apply if such
land is located in an area identified by HUD as having special flood hazards and in which the sale of
Page 16 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
flood insurance has been made available under the National Flood Insurance Act of 1968,as amended,
42 U.S.C.4001 et seq. These provisions obligate the transferee and its successors or assigns to obtain
and maintain,during the ownership of such land, such flood insurance as required with respect to
financial assistance for acquisition or construction purposes under"Section 102(s)of the Flood
Disaster Protection Act of 1973. Such provisions are required notwithstanding the fact that the
construction on such land is not itself funded with assistance provided under this Agreement.
18. Environmental and Historic Preservation. 24 C.F.R.Part 58,which prescribe procedures for
compliance with the National Environmental Policy Act of 1969(42 U.S.C.4321-4361),and the
additional laws and authorities listed at 24 C.F.R. 58.5.
19. HUD Regulations. Any other HUD regulations present or as may be amended,added,or waived in
the future pertaining to the Grant funds, including but not limited to HUD regulations as may be
promulgated regarding subrecipients.
Page 17 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
OFFICE OF THE CITY CLERK
CITY HALL
10300 TORRE AVENUE•CUPERTINO,CA 95014-3255
TELEPHONE: (408)777-3223•FAX: (408)777-3366
C O P E RT I N O WEBSITE:www.cupertino.org
September 3, 2013
West Valley Community Services (WVCS)
of Santa Clara County, Inc.
10104 Vista Drive
Cupertino, CA 95014
Attn: Naomi Nakano-Matsumoto
Re: First Amendment(s) to Non Profit Contract—Affordable Placement Program;
Community Development Block Grant City/Public Service Contract—Comprehensive
Emergency Assistance Program
A fully executed original set of your agreement(s) with the City of Cupertino is
enclosed. If you have any questions or need ,additional information, please contact the
Planning Department at (408) 777-3308.
Sincerely,
s-
Kirsten Squarcia
Deputy City Clerk
Enclosure
cc: Planning
FIRST AMENDMENT
TO COMMUNITY DEVELOPMENT BLOCK GRANT
CITY/PUBLIC SERVICE CONTRACT
The First Amendment to Contract is entered into between West Valley Community Services
(WVCS) of Santa Clara County, Inc. (CORPORATION) and the City of Cupertino (CITY)to
amend the Contract entered into pursuant to the Catalog of Federal Domestic Assistance for
allocation and disbursement of Community Development Block Grant(CDBG) funds to
Corporation dated May 1, 2012 (CONTRACT).
WINESSETH
WHEREAS, the CITY has applied for and received the FY 13 funding allocation for CDBG
funds from the United States Department of Housing and Urban Development; and
WHEREAS, the City Council authorized the City Manager execute amendments with
organizations as needed to implement the FY 13 allocation of CDBG funds; and
WHEREAS, the parties wish to enter into this amendment to increase CORPORATION's
CDBG entitlement, extend the term of the CONTRACT, revise the Project Description,
Implementation Time Schedule and Project Budget;
THEREFORE, the parties agree as follows:
1. Section I, entitled"Project," is revised to read as follows:
For the period of July 1, 2012 to June 30, 2013, CITY agrees to allocate a portion of its
CDBG entitlement, as defined in 24 CFR 570 Subpart J, "Grant Administration," to
CORPORATION as a subrecipient for eligible public service activities, in the sum of
Thirty Four Thousand Dollars and No Cents ($34,000.00) for the purpose of
implementing the CORPORATION'S project, as more particularly described in Exhibits
A-F.
For the period of July 1, 2013 to June 30, 2014, CITY agrees to allocate a portion of its
current CDBG entitlement, as defined in 24 CFR 570 Subpart J, "Grant Administration,"
to CORPORATION as a subrecipient for eligible public service activities, in the sum of
Thirty Four Thousand Dollars and No Cents ($34,000.00) for the purpose of
implementing the CORPORATION'S project, as more particularly described in Exhibits
A-1 through F-1 as noted herein, attached to this First Amendment.
The total CDBG allocation for FY 2012 through FY 2014 shall not exceed $68,000.00.
2. The purpose of this Contract is for the CITY to disburse Grant funds for eligible activities.
Unless amended prior to its expiration,the term of this Contract for disbursement purposes will
begin on July 1, 2012 and will end on June 30, 2014, unless terminated earlier pursuant to
Section VI or Section VII of the Contract.
3. The following Exhibits to the Contract are hereby added to read as shown in the
attachments to this Amendment:
1. Exhibit A-1: Project Description for FY 2013-2014;
2. Exhibit B-1: Performance Measurements for FY 2013-2014;
3. Exhibit C-1: Proposed Implementation Time Schedule for FY 2013-2014; and
4. Exhibit D-1: Project Budget for F)'2013-2014.
5. Exhibit E-l: Basic Insurance and Bond Requirements for Construction Projects Using
City Funds for FY 2013-2014.
6. Exhibit F-1: Assurances for FY 2013-2014.
4. All terms, covenants and conditions stated in the CONTRACT, which are not herein
amended, remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Amendment effective on the
later date shown below.
CORPORATION: CITY OF CUPERTINO:
By: Naomi Nakano-Matsumoto Date avid Brandt Date
Executive Director rty Manager
APPROVED AS TO FORM ATTEST:
AND LEGALITY:
Carol Korade Y Date Grace Schmidt Date
V"'City Attorney City Clerk
BASIC INSURANCE AND BOND REQUIREMENTS FOR
NON-PROFIT CONTRACTS
Definition of Contractor: The "Contractor" as the word is used herein is the party contracting with the City
of Cupertino for the direct distribution of CDBG funds. If your organization will be contracting for
construction work (such as general contractors building rental apartments) to undertake a Program (as defined
in this Non-Profit/City Contract) then the requirements set forth herein shall be complied with by the party
contracted with for construction work protecting both the non-profit and the City.
Indemnity
The Contractor shall indemnify, defend, and hold harmless the City of Cupertino (hereinafter "City"), its
officers, agents and employees from any loss, liability, claim, injury or damage arising out of, or in connection
with performance of this Contract by Contractor and/or its agents, employees or subcontractors, excepting only
loss, injury or damage caused solely by the acts or omissions of personnel employed by the City. It is the intent
of the parties to this Contract to provide the broadest possible coverage for the City. The Contractor shall
reimburse the City for all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation in
which the Contractor is obligated to indemnify, defend and hold harmless the City under this Contract.
Insurance
Without limiting the Contractor's indemnification of the City, the Contractor shall provide and maintain at its
own expense, during the term of this Contract, or as may be further required herein, the following insurance
coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the Contractor shall provide on the City's own form or a form
approved by the City's Insurance Manager an original plus one copy of a Certificate of Insurance certifying that
coverage as required herein has been obtained and remains in force for the period required by this Contract.
The contract number and project name must be stated on the Certificate of Insurance. The City's Special
Endorsement form shall accompany the certificate. Individual endorsements executed by the insurance carrier
may be substituted for the City's Special Endorsement form if they provide the coverage as required. In
addition, a certified copy of the policy or policies shall be provided by the Contractor upon request.
This verification of coverage shall be sent to the address as shown on the City's Certificate of Insurance form
and to the Housing and Community Development Program at the address set forth in this Contract at Section
VI. PROGRAM COORDINATION, Paragraph C., NOTICES. The Contractor shall not issue a Notice to
Proceed with the work under this Contract until it has obtained all insurance required and such insurance has
been approved by the City. This approval of insurance shall neither relieve nor decrease the liability of the
Contractor.
B. Notice of Cancellation of Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any cancellation or
reduction in coverage to be sent to the Community Development Department, 10300 Torre Avenue, Cupertino,
CA 95014.
C. Qualifying Insurers
All policies shall be issued by companies which hold a current policy holder's alphabetic and financial size
category rating of not less than A VIII, according to the current Best's Key Rating Guide, unless otherwise
approved by the City's Insurance Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and property damage
which provides limits of not less than one million dollars ($1,000,000) combined single limit (CSL) per
occurrence.
OR
2. Commercial General Liability Insurance - for bodily injury (including death) and property damage
which provides limits as follows:
a. General limit per occurrence - $1,000,000
b. General limit aggregate - $2,000,000
C. Products/Completed Operations- $1,000,000 aggregate
d. Personal Injury limit- $1,000,000
If coverage is provided under a Commercial General Liability Insurance form, the carrier shall provide
the City Insurance Manager with a quarterly report of the amount of aggregate limits expended to that
date. If over 50% of the aggregate limits have been paid or reserved, the City may require additional
coverage to be purchased by the Contractor to restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000) per occurrence/
aggregate to be maintained for two (2) years following acceptance of the work by the City.
C. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability.
f. Severability of Interest clause providing; that the coverage applies separately to each insured
except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies of which shall
be provided to the City:
a. Additional Insured Endorsement:
Such insurance as is afforded by this policy shall also apply to the City of Cupertino, and
members of the City Council, and the officers, agents and employees of the City of Cupertino,
individually and collectively, as additional insureds.
b. Primary Insurance Endorsement:
Such insurance as is afforded by the additional insured endorsement shall apply as primary
insurance, and other insurance maintained by the City of Cupertino, its officers, agents, and
employees shall be excess only and not contributing with insurance provided under this policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be cancelled nor the coverage reduced by the Company without 30 days
prior written notice of such cancellation or reduction in coverage to the City of Cupertino at the
address shown on the Certificate of Insurance.
d. Contractual Liability Endorsement:
This policy shall apply to liability assumed by the insured under written contract with the City of
Cupertino.
e. Personal Injury Endorsement:
The provisions of this policy shall provide Personal Injury coverage.
f. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured that is seeking
coverage or against whom a claim is made or a suit is brought, except with respect to the
Company's limit of liability.
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and property damage
which provides total limits of not less than one million dollars ($1,000,000) combined single limit per
occurrence applicable to all owned, non-owned a-nd hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-states
endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per occurrence
for all employees engaged in services or operations under this Contract.
C. Inclusion of the City and its governing board(s), officers, representatives, agents, and employees
as additional insureds, or a waiver of subrogation.
7. Professional Errors and Omissions Liability Insurance
This type of insurance should be provided by persons/entities you contract with to provide you with
professional services.
a. Limits of not less than one million dollars ($1,000,000).
b. If this policy contains a self retention limit, it shall not be greater than ten thousand dollars
($10,000)per occurrence/event.
C. This coverage shall be maintained for a minimum of two (2) years following termination of this
Contract.
The City must first approve any exceptions to the above requirements.
8. Bond Requirements
Fidelity Bond - Before receiving compensation under this Contract, Contractor will furnish City with
evidence that all officials, employees, and agents handling or having access to funds received or
disbursed under this Contract, or authorized to sign or countersign checks, are covered by a BLANKET
FIDELITY BOND in an amount of AT LEAST fifteen percent (15%) of the maximum financial
obligation of the City cited herein. If such bone is cancelled or reduced, Contractor will notify City
immediately, and City may withhold further payment to Contractor until proper coverage has been
obtained. Failure to give such notice may be cause for termination of this Contract, at the option of the
City.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be maintained by
the Contractor and any approval of said insurance by the City or its insurance consultant(s) are
not intended to and shall not in any manner limit or qualify the liabilities and obligations
otherwise assumed by the Contractor pursuant to this Contract, including but not limited to
the provisions concerning indemnification.
b. The City acknowledges that some insurance requirements contained in this Contract may be
fulfilled by self-insurance on the part of the Contractor. However, this shall not in any way limit
liabilities assumed by the Contractor under this Contract. The City shall approve any self-
insurance in writing.
C. The City reserves the right to withhold payments to the Contractor in the event of material
noncompliance with the insurance requirements outlined above.
d. If the Contractor fails to maintain such insurance as is called for herein, the City must order the
Contractor to immediately suspend work at Contractor's expense until a new policy of insurance
is in effect.
EXHIBIT A-1
PROGRAM DESCRIPTION
Agency Name: DUNS:141088968
West Valley Community Services WVCS
Executive Director: Project Manager: Project#(For Office Use Only)
Naomi Nakano-Matsumoto Su'ata Venkatraman
Street Address: City: State: Zip Code:
10104 Vista Drive Cupertino CA 95014
Telephone number: Fax Number: Manager E-mail
408-255-8033 408-366-6090 su'athav wvcommunit services.or ,
Name of Project/Program:
Comprehensive Emergency Assistance Program -CDBG
Project/Program Location:
10104 Vista Drive Cupertino , CA 95014
Project Description:
Please describe the project with as many details as possible. Include general information, such as the
number of units, number of Cupertino residents that wi'il be served, services that will be provided, etc.
The CEAP provides basic human needs and emergency services to low-income families,
seniors, and single adults in Cupertino by preventing hunger, eviction, and utility shut-offs.
CEAP provides case management and emergency assistance that helps them enhance and/or
maintain their self-sufficiency status. In addition, vrrap-around case management help clients'
access services they need in order to find suitable: housing and employment as well as
community resources that help them address special needs. CEAP wrap around services
includes mental health services, nutrition classes, and special seasonal programs, incorporating
an integrated approach to nutritional and financial health. CEAP will help protect the most
vulnerable citizens from food instability by ensuring basic needs access support that maintains
their health and well-being, which is instrumental -for employment and maintaining overall self-
sufficiency.
EXHIBIT B-1
CITY OF CUPERTINO CDBG PROGRAM
PERFORMANCE MEASUREMENTS
FY 2013/2014
AGENCY NAME West Valley Community Services (WWCS) DATE PREPARED 08/19/2013
PROJECT NAME Comprehensive Emergency Assistance Program -CDBG
HUD National Objectives
Low/Mod Income Type:
Outcomes Benchmarks or Beneficiaries
Objectives (Use Specific Performance for Each Quarter
Numerical Data Indicator (Quantify When Possible)
When Possible) 1st 2nd I 3rd I 4th OTA
rovide On-going support through CEAP (food pantry and People 50 50 5 5 200
case management) Undu iicated)
eo le 1 01 0
[people 1 01 01 01 0
EXHIBIT C-1
Proposed Implementation Time Schedule
FY 2013/2014
Agency Name:West Valley Community Services(WVCS) Date: 08/19/2013
Project Name: Comprehensive Emergency Assistance Program -CDBG
Specific Activities Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun
Provide On-going support through CEAP (food pantry X X X X X X X X X X X X
and case management)Unduplicated)
EXHIBIT D-1
Program Budget Fiscal Year 2013-2014
Proposed Project Expenses 2013-2014
CDBG Request
Salaries/Benefits/Payroll/Taxes $34,00
Office Supplies
Communication
Publications/Printing/Advertising
Travel
Rent/Lease/Mortgage
Utilities
Insurance
Equipment Rental/Maintenance
Audit/Legal/Professional Services (for CDBG portion only)
Direct Services (Funding forspecific service such as a meal, ride)
ontracted Services
Other
otal Expenses $34,00
ADDENDUM TO EXHIBIT "E"
BASIC INSURANCE AND 13OND REQUIREMENTS
FOR CONSTRUCTION PROJECTS USING CITY FUNDS
If your organization will be contracting for construction work (such as general contractors building rental
apartments)to undertake a Program (as defined in this Non-Profit/City Contract) then the requirements set forth
in this Addendum to Exhibit "E" shall be complied with by the party contracted with for construction work
protecting both the non-profit and the City.
Indemnity
The General Contractor (hereinafter referred to as "General") shall indemnify, defend, and hold harmless the
City of Cupertino (hereinafter "City"), its officers, agents and employees, and the Contractor, it's officers,
agents and employees from any loss, liability, claim, injury or damage arising out of, or in connection with
performance of this Contract by General and/or its agents, employees or subcontractors, excepting only loss,
injury or damage caused solely by the acts or omissions of personnel employed by the City or the Contractor. It
is the intent of the parties to this Contract to provide the broadest possible coverage for the City and the
Contractor. The General shall reimburse the City and the Contractor for all costs, attorneys' fees, expenses and
liabilities incurred with respect to any litigation in which the General is obligated to indemnify, defend and hold
harmless the City and the Contractor under this Contract.
Insurance
Without limiting the General's indemnification of the City and the Contractor, the General shall provide and
maintain at its own expense, during the term of this Contract, or as may be further required herein, the following
insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the General shall provide an original plus one copy of a Certificate of
Insurance certifying that coverage as required herein has been obtained and remains in force for the period
required by this Contract. The contract number and project name must be stated on the Certificate of Insurance.
Individual endorsements executed by the insurance carrier shall accompany the Certificate.
This verification of coverage shall be sent to the Contractor at the address stated below and to the Community
Development Department, 10300 Torre Avenue, Cupertino, CA 95014. The Contractor shall not issue a Notice
to Proceed with the work under this Contract until it has obtained all insurance required and such insurance has
been approved by the Contractor and final approval by the City. This approval of insurance shall neither relieve
nor decrease the liability of the Contractor.
B. Notice of Cancellation or Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any cancellation or
reduction in coverage to be sent to the Community Development Department as stated above, and the
Contractor at the following address:
West Valley Community Services (WVCS)
Contractor's Name
10104 Vista Drive
Street Address
Cupertino CA 95014
City, State, Zip
C. Qualifying Insurers
1. All policies shall be issued by companies which hold a current policy holder's alphabetic and financial
size category rating of not less than A VIII, according to the current Best's Key Rating Guide, unless
otherwise approved by the City.
2. Surety coverage (including bid, performance and payment bonds) shall be required as follows:
a. For projects in excess of$100,000:
1. Either a California Admitted Surety OR a current Treasury Listed Surety (Federal
Register); and either a current A.M. Best A IV rated Surety OR a current Standard and
Poors (S&P) rating of A;
2. An admitted surety insurer which complies with the provisions of the Code of Civil
Procedure, Section 995.660*;
OF:
3. In lieu of 1 & 2, a company of equal financial size and stability that is approved by the
City's Insurance/Risk Manager.
b. For projects between $25,000 and not exceeding $100,000:
1. A California Admitted Surety and either a current A.M. Best B rated Surety OR a current
Standard and Poors (S&P) rating of B B;
OR
2. An admitted surety insurer which complies with the provisions of the Code of Civil
Procedure, Section 995.660%
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is approved by the
City's Insurance/Risk Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - fo:r bodily injury (including death) and property damage
which provides limits of not less than one million dollars ($1,000,000) combined single limit (CSL) per
occurrence.
OR
2. Commercial General Liability Insurance - for bodily injury (including death) and property damage
which provides limits as follows:
a. General limit per occurrence - $1,000,000
* California Code of Civil Procedure Section 995.660 in summary, states that an admitted surety must provide: 1) the original, or a
certified copy of instrument authorizing the person who executed the bond to do so; 2) a certified copy of the Certificate of Authority
issued by the Insurance Commissioner; 3) a certificate from City Clerk of Cupertino City that Certificate of Authority has not been
surrendered, revoked, canceled, annulled or suspended; 4) a financial statement showing the assets and liabilities of the insurer at the
end of the quarter calendar year, prior to 30 days next preceding the date of the execution of the bond.
b. General limit aggregate - $2,000,000
C. Products/Completed Operations- $1,000,000 aggregate
d. Personal Injury limit- $1,000,000
If coverage is provided under a Commercial General Liability Insurance form, the carrier shall provide
the City Insurance Manager with a quarterly report of the amount of aggregate limits expended to that
date. If over 50% of the aggregate limits have been paid or reserved, the City may require additional
coverage to be purchased by the General to restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000) per
occurrence/aggregate to be maintained for two (2) years following acceptance of the work by the
City.
C. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability
f. Severability of Interest clause providing that the coverage applies separately to each insured
except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies of which shall
be provided to the City and the Contractor:
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the City of Cupertino and Contractor as
additional insureds.
b. Primary Insurance Endorsement:
Insurance afforded by the additional insured endorsement shall apply as primary insurance, and
other insurance maintained by the City oi'Cupertino and the Contractor shall be excess only and
not contributing with insurance provided under this policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be canceled nor the coverage reduced by the Company without 30 days prior
written notice of such cancellation or reduction in coverage to the City of Cupertino CDBG
Program, and the Contractor at the addresses set forth on page 10 of this Addendum.
d. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured who is seeking
coverage or against whom a claim is made or a suit is brought, except with respect to the
Company's limit of liability.
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and property damage
which provides total limits of not less than one :pillion dollars ($1,000,000) combined single limit per
occurrence applicable to all owned, non-owned and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-states
endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per occurrence
for all employees engaged in services or operations under this Contract.
7. Work and Materials Insurance (including but not limited to Builder's Risk, Course of Construction,
Installation Floater or similar first party property insurance for covering the interest of the Contractor
and the City) shall be provided by the Contractor.
The Contractor's coverage shall provide the following:
a. Coverage shall be provided on an "all-risk" basis.
b. Coverage shall be provided on the work and materials which are the subject of this Contract,
whether in process or manufacture or finished, including "in transit" coverage to the final agreed
upon destination of delivery, and including loading and unloading operations, and such coverage
shall be in force until the work and materials are accepted by the City.
C. City and non-profit shall be named as additional insured as its interests may appear at the time of
loss.
d. Coverage shall be in an amount no less than the full replacement value of the property at the
time of loss.
e. The deductible shall not exceed $1,000 per occurrence unless otherwise approved by the City
and shall be borne by the Contractor.
f. If the construction contractor fails to maintain such insurance as is called for herein, the City
shall have cause to terminate this Contract in accordance with Section V, paragraph B.
8. Bond Requirements
The following bond requirements apply:
a. Contract Bonds - Prior to execution of the Contract, Contractor shall file with the City on the
approved forms, the two surety bonds in the amounts and for the purposes noted below, duly
executed by a reputable surety company satisfactory to City, and Contractor shall pay all
premiums and costs thereof and incidem:al thereto. Both Contractor and the sureties shall sign
each bond.
b. The "payment bond for public works" sha'.1 be in an amount of one hundred percent
(100%) of the Contract price, as determined from the prices in the bid form, and shall insure to
the benefit of persons performing labor or furnishing materials in connection with the work of
the proposed Contract. This bond shall be maintained in full force and effect until all work
under the Contract is completed and accepted by the City, and until all claims for materials and
labor have been paid.
C. The "performance bond" shall be in an amount of one hundred percent (100%) of the Contract
price as determined from the prices in the bid form. and shall insure the faithful
performance by Contractor of all work under the Contract. It shall also insure the replacing of, or
making acceptable, any defective materials or faulty workmanship.
Should any surety or sureties be deemed unsatisfactory at any time by the City notice will be
given Contractor to that effect, and Contractor shall forthwith substitute a new surety or sureties
satisfactory to the City. No further payment shall be deemed due or will be made under the
Contract until the new sureties qualify and. are accepted by the City.
All alterations, time extensions, extra and additional work, and other changes authorized by the
Specifications, or any part of the Contract, may be made without securing consent of the surety
or sureties on the contract bonds.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be
maintained by the General and any approval of said insurance by the City or the Contractor are
not intended to and shall not in any manner limit or qualify the liabilities and obligations
otherwise assumed by the General pursuant to this Contract, including but not limited to the
provisions concerning indemnification.
b. The Contractor reserves the right to withhold payments to the General in the event of material
noncompliance with the insurance requirements outlined above.
C. The Contractor shall notify the City Community Development Department promptly of all losses
or claims over $25,000 resulting from work performed under this contract, or any
products/completed operations loss or claim against the contractor resulting from any of the
contractor's work.
ASSURANCES -EXHIBIT "F-1"
CORPORATION hereby assures and certifies that it will comply with all regulations,policies, guidelines and
requirements applicable to the acceptance and use of Federal funds for this Federally-assisted program and will
be responsible for implementing and complying with all relevant future changes to Federal Regulations or OMB
Circulars. Specifically CORPORATION gives assurances and certifies with respect to the PROGRAM that it is
in compliance with the following Regulations as defined by 24 CFR, Part 570, Subpart J; 24 CFR, Part 570,
Subpart K; and will be conducted and administered in conformity with"Public Law 88.352 and Public Law 90-
284.
1. 570.601. Public Law 88-352 and Public Law 90-284; affirmatively furthering fair housing; Executive
Order 11063, as amended by Executive Order 12259 addresses discrimination. HUD regulations
implementing Executive Order 11063 are contained in 24 CFR,Part 107.
2. 570.602. Section 109 of the Act addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards.
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation, Displacement and Acquisition.
7. 570.607. Employment and Contracting Opportunities.
8. 570.608. Lead-Based Paint.
9. 570.609. Use of Debarred, Suspended, or Ineligible Contractors or Subrecipients.
10. 570.610. Uniform Administrative Requirement and Cost Principles. The CITY, its Subrecipients,
agencies or instrumentalities, shall comply with the policies, guidelines, and requirements of 24 CFR
Part 85 (Common Rule), and OMB Circulars A-110 (Grants and Agreements with Non-Profit
Organizations), A-122 (Cost Principles for Non-Profits), A-128 (Audits of State and Local
Governments-implemented at 24 CFR, Part 24), and A-133 (Audits of Institutions of Higher Education
and Other Non-Profit Institutions), as applicable, as they relate to the acceptance and use of Federal
funds under this part. The applicable sections of 24 CFR, Part 85 and OMB Circular A-100 are set forth
at 570.502.
11. 570.611. Conflict of Interest.
12. 570.612. Executive Order 12372 allows States to establish its own process for review and comment on
proposed Federal financial assistance programs, specifically the use of CDBG funds for the construction
or planning of water or sewer facilities.
OFFICE OF THE CITY CLERK
CITY HALL
�yt
.194, 10300 TORRE AVENUE • CUPERTINO,CA 95014-3255
TELEPHONE:(408)777-3223 • FAX: (408)777-3366
CUPERTINO
WEBSITE:www.cupertino.org
January 30, 2013
Attn: Naomi Nakano-Matsumoto
West Valley Community Services
10101 Vista Drive
Cupertino, CA 95014
Enclosed for your records is a fully executed original copy of the agreement with the
City of Cupertino. If you have any questions, please contact Vera Gil at (408) 777-3251.
Sincerely,
Brittany Carey /
Senior Office Assistant
City Clerk's Office
Enclosures
cc: Planning
COMMUNITY DEVELOPMENT BLOCK GRANT '��
CITY/NON-PROFIT CONTRACT �/
(PUBLIC SERVICES) pQ (��
THIS Contract is entered into by and between the CITY OF CUPERTINO, a political
••'visio •f the State of California(hereinafter "CITY"), and
,3127
West Valley Community Services -Affordable Placement Services
a non-profit corporation(hereinafter"CORPORATION"). The allocation of funds pursuant to
this Contract will be a loan or a grant. If the allocation is a loan, then Exhibit H (the Loan
Agreement)will be attached hereto and become part of this Contract by this reference as though
fully set forth herein. CITY approved the allocation and disbursement of Housing Mitigation
Fees (hereinafter"Grant") funds to CORPORATION on Mav 1, 2012.
WITNESSI:TH
WHEREAS, CITY has established that new housing, office, commercial and hotel
development create a need for affordable housing and said developers pay an established
mitigation fee to the City to offset the need; and
WHEREAS, CITY has agreed to the use by CORPORATION, as a subrecipient for
eligible housing activities, of a portion of CITY'S Housing Mitigation Fees for the Project as
described below to be operated within CITY and will benefit low and very low-income
households;
NOW, THEREFORE, the parties agree as follows;
I. PROJECT
CITY agrees to allocate a portion of its current Housing Mitigation Fees to
CORPORATION as a subrecipient,being the sum. of One Hundred Thousand Dollars and No
Cents ($100,000.00) for the purpose of implementing the CORPORATION'S project
(hereinafter"Project"), as more particularly described in numerous exhibits marked as noted
herein, attached to this Contract, incorporated by this reference, as though fully set forth, as
follows: Exhibit"A" (Project Description), Exhibit`B" (Project Work Plan), Exhibit"C"
(Proposed Implementation Time Schedule), Exhibit"D" (Project Budget), Exhibit"E"
(Certifications), Exhibit"F" (Assurances), Exhibit"G" (Indemnity and Insurance Requirements),
Exhibit"H" (Loan Agreement) if applicable, and Exhibit"I" (Contracting Principles
Documents). rno
II. TERM � / -
A. The purpose of this Contract is for the CITY to disburse Grant funds for eligible
activities. Unless amended prior to its expiration, the term of this Contract for disbursement
purposes will begin on July 1, 2012 and will end on June 30, 2013 unless terminated earlier
pursuant to Section VI or Section VII of this Contract.
63
CLOAIrp
B. The term of the expenditure by CORPORATION of the allocation provided for herein
will begin on July 1, 2012 and terminate on the earliest of the following dates as set forth herein:
June 30, 2013, or later date per amendment to this Contract; or upon the termination date
established pursuant to Section VI or Section VII of this Contract.
C. If the allocation is a loan, then the terms of the Loan Agreement (which is different from
the term of this Contract) shall be as specified therein(see Exhibit H, if applicable).
III. SECOND YEAR RENEWAL OPTIONS
The term of this Contract may be extended y an amendment to disburse the CITY'S Grant funds
authorized by City Council for the fiscal year subsequent to the initial term of this Contract,
contingent on the following requirements and process:
A. Authorization from the City Council to expend funds for the purposes of this Contract;
B. CITY'S appropriation of funds for this Project effective until June 30, 2012;
C. CORPORATION'S satisfactory performance, as determined by the CITY, of all its
obligations as stated in this Contract for the period July 1, 2012 through June 30, 2013;
D. Submission to CITY of Proof of Insurance for the period July 1, 2013 through June 30,
2014.
IV. OBLIGATIONS OF CORPORATION
A. Organization of CORPORATION. CORPORATION will:
1. Provide CITY with copies of the following documents, evidencing filing with
the appropriate governmental agency:
a) Its Articles of Incorporation under the laws of the State of California;
b) A copy of the current Bylaws of CORPORATION;
c) Documentation of its Internal Revenue Service non-profit status;
d) Names and addresses of the current Board of Directors of
CORPORATION; and,
e) An adopted copy of CORPORATION'S personnel policies and
procedures.
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2. During the Contract term, immediately report any changes, subsequent to the
date of this Contract, in CORPORATION'S Articles of Incorporation, Bylaws, Board of
Directors, personnel policies and procedures, or tax exempt status to DIRECTOR.
3. Maintain no member of its Board of Directors as a paid employee, agent,
independent contractor, or subcontractor under this Contract.
4. Open to the public, meetings of its Board of Directors, if required by
California's open meeting laws, except meetings, or portions thereof, dealing with
personnel or litigation matters or as otherwise provided by law.
5. Keep minutes of all its regular and special meetings.
6. Comply with all provisions of California and Federal Non-Profit Corporation
Laws.
B. Program Performance by CORPORATION. CORPORATION shall:
1. Conduct the PROGRAM within the City of Cupertino, for the purpose of
benefiting low and very low-income households.
2. File quarterly reports as required by CITY on the type and number of services
rendered through the operation of the PROGRAM, and a description of the beneficiaries
of these services, and which reports will evaluate the manner in which the PROGRAM is
achieving its objectives and goals according to the standards established by CITY. The
progress reports will be due ten days after the close of each reporting period and must
cover the three months immediately preceding the date on which the report is filed.
3. Coordinate its services with other existing organizations providing similar
services in order to foster community cooperation and to avoid unnecessary duplication of
services.
4. Seek out and apply for other sources of revenue in support of its operation or
services from local, state, federal and private sources and, in the event of receipt of such
award, inform CITY within ten days.
5. Include an acknowledgement of CITY funding and support on
CORPORATION stationery and on all appropriate project-related publicity and
publications using words to the effect: "funded in whole or in part by the City of
Cupertino through the Housing and Community Development Act of 1974, as amended."
C. Fiscal Responsibilities of CORPORATION. CORPORATION will:
1. Appoint and submit the name o a fiscal agent who will be responsible for the
financial and accounting activities of CORPORATION, including the receipt and
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disbursement of CORPORATION funds. The CITY must immediately be notified in
writing of the appointment of any new fiscal agent and that agent's name.
2. If the term of this Contract is extended by an amendment for a second fiscal
year, submit a satisfactory Audit within 150 days of CORPORATION's fiscal year
encompassed by the first year of this Contract.
3. Document all PROJECT costs by maintaining records in accordance with
Section III, Paragraph D below.
4. Submit to the CITY,based on an agreed upon schedule, a request for payment,
together with all supporting documentation. Invoices requesting disbursements submitted
after the expiration of the Contract will be honored only for eligible charges incurred
during the Contract term. All invoices must be submitted by the Contract expiration date
or within such other time period specified by the CITY for this Contract term. Funds not
disbursed will be returned to the Competitive Housing Pool for future reallocation.
5. Certify current and continuous insurance coverage, subject to CITY approval
and in accordance with requirements as outlined in Exhibit G, "Indemnity and Insurance
Requirements."
7. Items 1)through 5) above are express conditions precedent to disbursement of
any CITY funding and failure to comply with these conditions will, at discretion of CITY,
result in suspension of funding or termination of this Contract.
8. If CORPORATION does not use funds in accordance with the requirements of
this Contract, CORPORATION is liable for repayment of all disallowed costs.
Disallowed costs may be identified through audits, monitoring or other sources.
CORPORATION is required to respond to any adverse findings which may lead to
disallowed costs subject to provisions of OMB Circular A-122, "Cost Principles for Non-
Profit Organizations."
D. Establishment and Maintenance of Records. CORPORATION shall:
1. Maintain complete and accurate records of all its transactions including,but
not limited to, contracts, invoices, time cards, cash receipts, vouchers, canceled checks,
bank statements, client statistical records, personnel,property and all other pertinent
records sufficient to reflect properly(a) all direct and indirect costs of whatever nature
claimed to have been incurred or anticipated to be incurred to perform this Contract or to
operate the PROJECT, and (b) all other matters covered by this Contract.
2. Maintain client data demonstrating client eligibility for services provided for
the Project. Such data will include, but not be limited to, client name, address, income
level or other basis for determining eligibility, and description of service provided. Such
information will be made available to CITY monitors for review upon request.
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E. Preservation of Records. CORPORATION will preserve and make available its records:
1. Until five years following date of final payment of this contract, or
2. For such longer period, if any a;is required by applicable law; or
3. If this Contract is completely or partially terminated, the records relating to the
work terminated will be preserved and returned to the CITY.
4. For the purposes of this Contract, said records are considered to be CITY
property.
F. Examination of Records and Facilities. A t any time during normal business hours, and as
often as may be deemed necessary, CORPORATION agrees that the CITY, and/or any duly
authorized representatives may until expiration of(a) five years after final payment under this
Contract, (b) five years from the date of termination of this Contract, or(c) such longer period as
may be described by applicable law, have access to and the right to examine its plants, offices
and facilities used in the performance of this Contract or the operation of the PROJECT, and all
its records with respect to the PROJECT and all matters covered by this Contract.
CORPORATION also agrees that CITY or any duly authorized representatives will have the
right to audit, examine, and make excerpts or transactions of and from, such records and to make
audits of all contracts and subcontracts, invoices, payrolls, records of personnel, conditions of
employment, materials and all other data relating to the PROJECT and matters covered by this
Contract. CORPORATION acknowledges that this is a CITY program, and all records are
owned by CITY and shall remain property of CITY. CORPORATION will be notified in
advance that an audit will be conducted. CORPORATION will be required to respond to any
audit findings, and have the responses included in the final audit report. The cost of any such
audit will be borne by CITY.
G. Compliance with Law. CORPORATION will become familiar and comply with and
cause all its subcontractors, independent contractors, and employees, if any, to become familiar
and comply with all applicable federal, state and local laws, ordinances, codes, regulations and
decrees including, but not limited to, those federal rules and regulations, executive orders, and
statutes identified in Exhibit F ("Assurances"). Specifically, CORPORATION must comply with
the requirements and standards of OMB Circular No. A-122, "Cost Principles for Non-Profit
Organizations", and the attachments to OMB Circular No. A-110 as described in section
III. OBLIGATIONS OF CORPORATION, C. Fiscal Responsibilities of CORPORATION.
H. Suspension and Termination. Suspension or termination of this Contract may occur if the
CORPORATION materially fails to comply with any term of the award, and that the award may
be terminated for convenience.
I. Reversion of Assets. Upon expiration or termination of this Contract, or in the event the
City Council cancels the PROGRAM for any reason, the CORPORATION will transfer to the
CITY any grant funds on hand at the time of expiration and any accounts receivable attributable
to the use of grant funds. Any real property under the CORPORATION's control that was
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acquired or improved in whole or in part with grant funds (including grant funds provided to
CORPORATION in the form of a loan) in excess of$25,000 must be:
1. Used to serve low and very-low income households for a period of five years after
expiration of this Contract, or for such longer period of time as required by the CITY; or,
2. Reimburse the CITY an amount equal to the current market value of the property, less
any portion of the value attributable to expenditures of non-grant funds for acquisition of,
or improvement to, the property(reimbursement is not required after the period of time
specified in I. 1. above).
IV. OBLIGATIONS OF CITY
A. Method of Payment. During the term of this Contract, CITY shall disburse Grant funds
to CORPORATION on a reimbursement basis unless otherwise provided herein for all allowable
costs and expenses incurred in connection with the PROJECT, not to exceed the total sum of
One Hundred Thousand Dollars and No Cents ($100,000.00). CITY may, at any time in its
absolute discretion, elect to suspend or tenninate payment to CORPORATION, in whole or in
part, pursuant to this Contract based on CORPORATION'S non-compliance, including,but not
limited to, incomplete documentation of expenses, failure to substantially meet goals and
objectives as required in Exhibit B, ("Project Work Plan"), failure to submit adequate progress
reports as required herein or other incidents of non-compliance as described in Section VI,
Paragraph B of this Contract or based on the refusal by CORPORATION to accept any additional
conditions that may be imposed by the City Council at any time, or based on the suspension or
termination of the Housing Mitigation Fee Program.
V. PROGRAM COORDINATION
A. CITY. The CITY Executive will assign a single DIRECTOR for CITY who will render
overall supervision of the progress and performance of this Contract by CITY. All services
agreed to be performed by CITY will be at the overall direction of the DIRECTOR.
B. CORPORATION. As of the date hereof, CORPORATION has designated Naomi
Nakano-Matsumoto to serve as EXECUTIVE DIRECTOR and to assume overall responsibility
for the progress and execution of this Contract. The CITY will be immediately notified in
writing of the appointment of a new EXECUTIVE DIRECTOR.
C. NOTICES. All notices or other correspondence required or contemplated by this
Contract shall be sent to the parties at the following addresses:
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CITY: Attention: Vera Gil
Community Development Department
City of Cupertino
10300 Tone Avenue
Cupertino, CA 95014
CORPORATION: Naomi Nakano-Matsumoto
Executive Director
West Valley Community Services
Corporation
10104 Vista Drive
Address of Corporation
Cupertino, CA 95014
City, State, ZIP
All notices will either be hand delivered or sent by United States mail, registered or certified,
postage prepaid. Notices given in such a manner will be deemed received when hand delivered
or seventy-two (72)hours after deposit in the Unit ed States mail. Any party may change his or
her address for the purpose of this section by giving five days written notice of such change to
the other party in the manner provided in this section.
VI. CONTRACT COMPLIANCE
A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROJECT
performance is the mutual responsibility of both CITY and CORPORATION. CORPORATION
must furnish all data, statements, records, information and reports necessary for DIRECTOR to
monitor, review and evaluate the performance of the PROJECT and its components. CITY will
have the right to request the services of an outside agent to assist in any such evaluation. Such
services shall be paid for by CITY.
B. Contract Noncompliance. If CORPORATION fails to comply with any provision of this
Contract; CITY will have the right to require corrective action to enforce compliance with such
provision as well as the right to suspend or terminate this Contract. Examples of noncompliance
include, but are not limited to:
1. If CORPORATION (with or without knowledge) has made any material
misrepresentation of any nature with respect to any information or data furnished to CITY
in connection with the PROJECT.
2. If there is pending litigation with respect to the performance by CORPORATION if
any of its duties or obligations under this Contract, which may materially jeopardize or
adversely affect the undertaking of or the carrying out of the PROJECT.
3. If CORPORATION has taken any action pertaining to the PROJECT, which action
required CITY approval, and such approval was not obtained.
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4. If CORPORATION is in default under any provision of this Contract.
5. If CORPORATION makes illegal use of CITY funds.
6. If CORPORATION submits to CITY any report which is incorrect or incomplete in
any material respect.
7. If CORPORATION fails to meet the stated objectives in Exhibit B ("Project Work
Plan").
C. Corrective Action Procedure. CITY, in its absolute discretion and in lieu of immediately
terminating this Contract upon occurrence or discovery of noncompliance by CORPORATION
pursuant to this Contract, will have the right to give CORPORATION notice of CITY'S
intention to consider corrective action to enforce compliance. Such notice must indicate the
nature of the non-compliance and the procedure whereby CORPORATION will have the
opportunity to participate in formulating any corrective action recommendation. CITY will have
the right to require the presence of CORPORATION'S officer(s) and EXECUTIVE DIRECTOR
at any hearing or meeting called for the purpose of considering corrective action.
In the event that CORPORATION does not implement the corrective action recommendations in
accordance with the corrective action timetable, CITY may suspend payments hereunder or
terminate this Contract as set forth in Section VII below.
VII. TERMINATION
A. Termination for Cause. CITY may terminate this Contract by providing written notice to
CORPORATION, for any of the following reasons: uncorrected Contract non-compliance as
defined in Section VI, Paragraph B; CORPORATION is in bankruptcy or receivership; a
member of the CORPORATION'S Board of Directors or the executive director is found to have
committed fraud or; there is reliable evidence that CORPORATION is unable to complete the
Project as described in the attached Exhibits. The date of termination will be as specified in the
notice.
B. Termination for Convenience. In addition to the CITY'S right to terminate for cause set
forth in Section VI, either CITY or CORPORATION may suspend or terminate this Contract for
any reason by giving thirty(30) days prior written notice to the other party. Upon receipt of such
notice, performance of the services hereunder will be immediately discontinued.
C. In the event that this Contract is terminated, CORPORATON may be required to return
funds according to HUD regulations.
D. Upon termination of this Contract, CORPORATION must immediately provide CITY
access to all documents, records, payroll, minutes of meetings, correspondence and all other data
pertaining to funds granted to CORPORATION pursuant to this Contract.
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VIII. PROGRAM INCOME
Income generated by the Project, is considered Program Income. CORPORATION will annually
report all program income generated by activities carried out with grant funds made available
under this Contract. By way of further limitations, CORPORATION may use such income
during the Contract period for activities permitted under this Contract and shall reduce requests
for additional funds by the amount of any such program income balance on hand. All unused
program income shall be returned to the CITY at'the end of the Contract period.
IX. INDEPENDENT CONTRACTOR
This is a Contract by and between independent contractors and is not intended and will not be
construed to create the relationship of agent, servant, employee, partnership,joint venture or
association between CORPORATION and CITY. CORPORATION, including its officers,
employees, agents or independent contractors or subcontractors, shall not have any claim under
this Contract or otherwise against CITY for any Social Security, Worker's Compensation, or
employee benefits extended to employees of CITY.
X. ASSIGNABILITY
A. None of the work or services to be performed hereunder will be assigned, delegated or
subcontracted to third parties without the prior written approval of CITY. Copies of all third
party contracts shall be submitted to CITY at lease:ten days prior to the proposed effective date.
In the event CITY approves of any such assignment, delegation or sub-contract, the
subcontractors, assignees or delegates shall be deemed to be employees of CORPORATION, and
CORPORATION will be responsible for their performance and any liabilities attaching to their
actions or omissions.
B. This Contract may not be assumed nor assigned to another CORPORATION,person,
partnership or any other entity without the prior written approval of CITY.
XI. DISCLOSURE OF CONFIDENTIAL CLIENT INFORMATION
CITY and CORPORATION agree to maintain the confidentiality of any information regarding
applicants for services offered by the PROJECT pursuant to this Contract or their immediate
families which may be obtained through application forms, interviews, tests, reports from public
agencies or counselors, or any other source. Without the written permission of the applicant,
such information will be divulged only as necessary for purposes related to the performance or
evaluation of the services and work to be provided pursuant to this Contract, and then only to
persons having responsibilities under this Contract, including those furnishing services under the
PROJECT through approved subcontracts.
XII. HOLD [[ARMLESS
In addition to the indemnity obligations set forth in Exhibit G, "Indemnity and Insurance
Requirements," CORPORATION will indemnify and hold harmless the CITY, its employees,
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agents, and officials, members of boards and commissions, from any and all claims, actions,
suits, charges and judgments whatsoever, with respect to any damages, including attorney's fees
and court costs, arising out of the failure of the CORPORATION's Project to comply with
applicable laws, ordinances, codes, regulations and decrees, including without limitation those
set forth in Exhibit E, "Certifications."
XIII. WAIVER OF RIGHTS AND REMEDIES
In no event will any payment by CITY constitute or be construed to be a waiver by CITY of any
breach of the covenants or conditions of this Contract or any default which may then exist on the
part of CORPORATION, and the making of any such payment while any such breach or default
will in no way impair or prejudice any right or remedy available to CITY with respect touch
breach or default. In no event will payment to CORPORATION by CITY in any way constitute a
waiver by CITY of its rights to recover from CORPORATION the amount of money paid to
CORPORATION on any item, which is not eligible for payment under the PROJECT or this
Contract.
XIV. NON-DISCRIMINATION
CORPORATION will comply with all applicable Federal, State and local laws and regulations
including the City of Cupertino's policies concerning nondiscrimination and equal opportunity in
contracting. Such laws include but are not limited to the following: Title VII of the Civil Rights
Act of 1964 as amended; Americans with Disabilities Act of 1990; The Rehabilitation Act of
1973 (Sections 503 and 504); California Fair Employment and Housing Act(Government Code
sections 12900 et seq.); and California Labor Code sections 1101 and 1102. CORPORATION
will not discriminate against any subcontractor, employee, or applicant for employment because
of age, race, color, national origin, ancestry,religion, sex/gender, sexual orientation, mental
disability, physical disability, medical condition, political beliefs, organizational affiliations, or
marital status in the recruitment, selection for training including apprenticeship, hiring,
employment, utilization, promotion, layoff,rates of pay or other forms of compensation. Nor
shall CORPORATION discriminate in provision of services provided in this Contract because of
age, race, color, national origin, ancestry, religion, sex/gender, sexual orientation,mental
disability, physical disability, medical condition,political beliefs, organizational affiliations, or
marital status.
This non-discrimination provision must be included in CORPORATION's contracts with sub-
contractors and vendors when utilizing the grant funds disbursed for this project.
XV. AMENDMENTS
Other than the amendment related to a second year renewal option as stated in Article III. above,
amendments to the terms or conditions of this Contract must be requested in writing by a duly
authorized representative of the party desiring such amendments, and any such amendment shall
be effective only upon the mutual agreement in writing of the parties hereto. Amendments will
not invalidate this Contract, nor relieve or release the CITY or the CORPORATION from its
obligations under this Contract.
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XVI. INTEGRATED DOCUMENT
This Contract contains the entire Agreement between CITY and CORPORATION with respect to
the subject matter hereof. No written or oral Agreements with any officer, agent or employee of
CITY prior to execution of this Agreement shall affect or modify any of the terms of obligations
contained in any documents comprising this Agreement.
XVII.MISCELLANEOUS
A. The captions and section headings used in this Contract are for convenience of reference
only, and the words contained herein will, in no way,be held to explain, modify, amplify or aid
in the interpretation, construction or meaning of the provisions of this Contract.
B. All Exhibits attached hereto and referred to in this Contract are incorporated herein by
this reference as if set forth fully herein. Exhibits are as follows: Exhibit"A"(PROJECT
Description),Exhibit`B"(PROJECT Work Plan),Exhibit"C"(Proposed Implementation Time
Schedule), Exhibit"D" (Project Budget),Exhibit "E"(Certifications), Exhibit"F"(Assurances),
Exhibit"G"(Indemnity and Insurance Requirements), Exhibit"H"(Loan Agreement) if
applicable,and Exhibit"I"(Contracting Principles Documents).
C. The persons signing below are duly authorized to execute this Contract.
IN WITNESS WHEREOF,the parties have executed this Contract the day and year above
written.
AGENCY: West Valley Community Services CITY OF CUPERTINO:
By: Naomi Nakano-Matsumoto By:
(print name)
--rcryc:: ,----
1 If
Executive Director Date David Brandt Date
City Manager
APPROVED AS TO FORM AND ATTEST:
LEGALITY:
A, Ai----- (f• ) id)1/I — /—q (3
cdt
rol orade Date Grace Schmidt Date
Ci Attorney City Clerk
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EXHIBIT A
PROGRAM DESCRIPTION
Agency Name: DUNS:
West Valley Community(WVCS) 141088968
Executive Director: Project Manager: Project#(For Office Use Only)
Naomi Nakano-Matsumoto Saron Savoy
Street Address: City: State: Zip Code:
10104 Vista Drive Cupertino CA 95014
Telephone number: Fax Number: Project Manager E-mail Address:
(408)255-8033 ext. 201 (408)366-6090 sarons @wvcommunityservices.org
Name of Project/Program:
Affordable Placement Program
Project/Program Location:
10104 Vista Drive Cupertino, CA 95014
Project Description:
Please describe the project with as many details as possible. Include general information, such as the
number of units, number of Cupertino residents that will be served, services that will be provided, etc.
West Valley Community Services has successfully implemented the Affordable Housing Program for the
City of Cupertino for the past eighteen years. WVCS administers the Affordable Placement Program for
apartment rentals and home and condominiums sales.
WVCS ensures to keep over 144 apartments occupied by very low and low-income residents. WVCS
documents eligibility and maintains an open working waitlist for prospective tenants. WVCS re-qualifies all
tenants annually to determine if they can continue to participate in the program. WVCS also screens and
places eligible seniors into affordable units identified by the City. Currently, WVCS administers 10 units at
Chateau Cupertino and will continue as long as the clients reside. Chateau Cupertinos housing contract
has expired in March 2010, so the Property Management is allowing rents to stay subsidized until
residents choose to leave.
WVCS qualifies and places median and moderate-income homebuyers into condominiums and homes
throughout the City of Cupertino. WVCS maintains a waitlist for future sales opportunities. WVCS also
administers any units resold in the program and finds appropriate qualified buyers. WVCS staff conducts
annual residency verification and audits.
According to the City of Cupertino General Plan, it is estimated that 1,300 households in Cupertino earn
less than 30 percent of Area Median Income (AMI). Overall, a majority of extremely low-income
households are severely overpaying for housing (paying more than 50% of their income). Many residents
are one paycheck away from homelessness; increasingly, professionals find themselves in this situation.
Due to the nature of the affordable housing crisis in the Silicon Valley, WVCS not only works to place
households in the Affordable Placement Program but also offers information and referrals to find
appropriate housing for all populations.
The goal of WVCS is to continue the Affordable Housing Program, so that we can assist our neighbors
with affordable housing and allow residents to live and work in the Cupertino community.
For the past eighteen years, WVCS has partnered with City of Cupertino who provides affordable, safe
clean living environments.
EXHIBIT B
CITY OF CUPERTINO CDBG PROGRAM
PERFORMANCE MEASUREMENTS
FY 2012/2013
AGENCY NAME West Valley Community Services DATE PREPARED December 17, 2012
PROJECT NAME Affordable Placement Program
Low/Mod Income
❑ Area Benefit(LMA)
❑ Limited Clientele(LMC)
X Housing (LMH)
Objectives Outcomes Performance Benchmarks or Beneficiaries for Each
(Use Specific Indicator Quarter(Quantify When Possible)
Numerical Data 1st 2nd 3rd 4th TOTAL
When Possible)
Fill in vacancies for rentals or purchases Keep adequate ❑Housing Units 3 4 3 4 14
households for ❑People
vacancies X Households
❑Public Facilities
Audit Lot Books for BMR Sales (and make sure units On-going X Housing Units 0 119 0 0 119
comply with the program). ❑People
❑Households
❑Public Facilities
Maintain active waiting list(rentals and sales). On-going ❑Housing Units 1 1 1 1 4
❑People
❑Households
X Public Facilities
Audit participating rental complexes and ensure On-going ❑Housing Units 1 1 1 1 1
compliance with program requirements (Forge and OPeople
Aviare Apartments). ❑Households
X Public Facilities
EXHIBIT B
Work with Housing Commission to advocate according On-going ❑Housing Units 3 3 3 3 12
to City goals for affordable housing, attend meeting~ ❑People
provide research,etc. ❑Households
X Public Facilities
Administration: process application, certify and re- On-going ❑Housing Units 50 60 45 50 205
qualify clients,and hold bi-monthly orientations. ❑People
X Households
OPublic Facilities
EXHIBIT C
Proposed Implementation Time Schedule
Fiscal Year 2012- 13
Agency Name: West Valley Community College Date: December 14,2012
Project Name: Affordable Placement Program
sy i3AIR TP,11 : `��ssr ;R't P aRst•
Provide PR for the BMR program x x x x x x
Distribute Packets to appropriate locations x x x x x
Update Informational packets x x
Process BMR rental and sales applications x x x x x x x x x x x x
x-
sales
Maintain active wait lists and ensure all units are x x x x x x x x x x x x
occupied
Audit participating rental complexes and sales units x x x
Work with Housing Commission to advocate x x x x x x x x x x x x
according to City goals for affordable housing,
attend meeting and provide research.
ANNUAL BUDGET
FOR GRANT AMOUNT ONLY
FY 2012/2013
Agency Name: West Valley Community Services Date Prepared: 12/18/2012
Project Name: Affordable Housing
CATEGORIES $ AMOUNT
SALARIES: $100,000.00
Personnel
Taxes and Benefits
OFFICE EXPENSE:
Rent
Telephone/Fax
Office Supplies
Equipment Maintenance/Repair
PROJECT EXPENSES:
Accounting Services
Auditing Fees
Insurance
Davis Bacon Compliance
Fair Housing Testing
PROJECT CONSTRUCTION:
Appraisal
Engineering Services
Architectural/Design
Acquisition costs
Construction costs/rehab
TOTAL: $100,000.00
EXHIBIT E
BASIC INSURANCE AND BOND REQUIREMENTS FOR
NON-PROFIT CONTRACTS
Definition of Contractor: The "Contractor" as the word is used herein is the party contracting
with the City of Cupertino for the direct distribution of CDBG funds. If your organization will
be contracting for construction work (such as general contractors building rental apartments) to
undertake a Program(as defined in this Non-Profit/City Contract)then the requirements set forth
herein shall be complied with by the party contracted with for construction work protecting both
the non-profit and the City.
Indemnity
The Contractor shall indemnify, defend, and hold harmless the City of Santa Clara (hereinafter
"City"), its officers, agents and employees from any loss, liability, claim, injury or damage
arising out of, or in connection with performance of this Contract by Contractor and/or its
agents, employees or subcontractors, excepting only loss, injury or damage caused solely by the
acts or omissions of personnel employed by the City. It is the intent of the parties to this Contract
to provide the broadest possible coverage for the City. The Contractor shall reimburse the City
for all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation in
which the Contractor is obligated to indemnify, defend and hold harmless the City under this
Contract.
Insurance
Without limiting the Contractor's indemnification of the City, the Contractor shall provide and
maintain at its own expense, during the term of this Contract, or as may be further required
herein,the following insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract,the Contractor shall provide on the City's own form or a
form approved by the City's Insurance Manager an original plus one copy of a Certificate of
Insurance certifying that coverage as required herein has been obtained and remains in force for
the period required by this Contract. The contract number and project name must be stated
on the Certificate of Insurance. The City's Special Endorsement form shall accompany the
certificate. Individual endorsements executed by the insurance carrier may be substituted for the
City's Special Endorsement form if they provide the coverage as required. In addition, a certified
copy of the policy or policies shall be provided by the Contractor upon request.
This verification of coverage shall be sent to the address as shown on the City's Certificate of
Insurance form and to the Housing and Community Development Program at the address set
forth in this Contract at Section VI. PROGRAM COORDINATION, Paragraph C., NOTICES.
The Contractor shall not issue a Notice to Proceed with the work under this Contract until it has
obtained all insurance required and such insurance has been approved by the City. This approval
of insurance shall neither relieve nor decrease the liability of the Contractor.
EXHIBIT E-NON-PROFITS 1 REVISED 6/8/95
B. Notice of Cancellation of Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development Department,
10300 Tone Avenue, Cupertino, CA 95014.
C. Qualifying Insurers
All policies shall be issued by companies which hold a current policy holder's alphabetic and
financial size category rating of not less than A VIII, according to the current Best's Key Rating
Guide,unless otherwise approved by the City's Insurance Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and
property damage which provides limits of not less than one million dollars ($1,000,000)
combined single limit(CSL)per occurrence.
OR
2. Commercial General Liability Insurance - for bodily injury (including death) and
property damage which provides limits as follows:
a. General limit per occurrence - $1,000,000
b. General limit aggregate- $2,000,000
c. Products/Completed Operations-$1,000,000 aggregate
d. Personal Injury limit-$1,000,000
If coverage is provided under a Commercial General Liability Insurance form, the carrier
shall provide the City Insurance Manager with a quarterly report of the amount of
aggregate limits expended to that date. If over 50% of the aggregate limits have been paid
or reserved, the City may require additional coverage to be purchased by the Contractor
to restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000)
per occurrence/ aggregate to be maintained for two (2) years following
acceptance of the work by the City.
c. Contractual Liability expressly including liability assumed under this Contract.
EXHIBIT E-NON-PROFITS 2 REVISED 6/8/95
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability.
f. Severability of Interest clause providing that the coverage applies separately to
each insured except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies
of which shall be provided to the City:
a. Additional Insured Endorsement:
Such insurance as is afforded by this policy shall also apply to the City of
Cupertino, and members of the City Council, and the officers, agents and
employees of the City of Cupertino, individually and collectively, as additional
insureds.
b. Primary Insurance Endorsement:
Such insurance as is afforded by the additional insured endorsement shall apply as
primary insurance, and other insurance maintained by the City of Cupertino, its
officers, agents, and employees shall be excess only and not contributing with
insurance provided under this policy.
c. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be cancelled nor the coverage reduced by the Company
without 30 days prior written notice of such cancellation or reduction in coverage
to the City of Cupertino at the address shown on the Certificate of Insurance.
d. Contractual Liability Endorsement:
This policy shall apply to liability assumed by the insured under written contract
with the City of Cupertino.
e. Personal Injury Endorsement:
The provisions of this policy shall provide Personal Injury coverage.
f. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured that is
seeking coverage or against whom a claim is made or a suit is brought, except
with respect to the Company's limit of liability.
EXHIBIT E-NON-PROFITS 3 REVISED 6/8/95
•
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and
property damage which provides total limits of not less than one million dollars
($1,000,000) combined single limit per occurrence applicable to all owned, non-owned
and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-
states endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000)
per occurrence for all employees engaged in services or operations under this
Contract.
c. Inclusion of the City and its governing board(s), officers, representatives, agents,
and employees as additional insureds, or a waiver of subrogation.
7. Professional Errors and Omissions Liability Insurance
This type of insurance should be provided by persons/entities you contract with to
provide you with professional services.
a. Limits of not less than one million dollars ($1,000,000).
b. If this policy contains a self retention limit, it shall not be greater than ten
thousand dollars ($10,000)per occurrence/event.
c. This coverage shall be maintained for a minimum of two (2) years following
termination of this Contract.
The City must first approve any exceptions to the above requirements.
8. Bond Requirements
Fidelity Bond - Before receiving compensation under this Contract, Contractor will
furnish City with evidence that all officials, employees, and agents handling or having
access to funds received or disbursed 'ander this Contract, or authorized to sign or
countersign checks, are covered by a BLANKET FIDELITY BOND in an amount of
AT LEAST fifteen percent (15%) of the maximum financial obligation of the City cited
herein. If such bond is cancelled or reduced, Contractor will notify City immediately, and
City may withhold further payment to Contractor until proper coverage has been
obtained. Failure to give such notice may be cause for termination of this Contract, at the
option of the City.
9. Special Provisions
EXHIBIT E-NON-PROFITS 4 REVISED 6/8/95
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be
maintained by the Contractor and any approval of said insurance by the City or its
insurance consultant(s) are not intended to and shall not in any manner limit or
qualify the liabilities and obligations otherwise assumed by the Contractor
pursuant to this Contract, including but not limited to the provisions concerning
indemnification.
b. The City acknowledges that some insurance requirements contained in this
Contract may be fulfilled by self-insurance on the part of the Contractor.
However, this shall not in any way limit liabilities assumed by the Contractor
under this Contract. The City shall approve any self-insurance in writing.
c. The City reserves the right to withhold payments to the Contractor in the event of
material noncompliance with the insurance requirements outlined above.
d. If the Contractor fails to maintain such insurance as is called for herein, the City
must order the Contractor to immediately suspend work at Contractor's expense
until a new policy of insurance is in effect.
EXHIBIT E-NON-PROFITS 5 REVISED 6/8/95
ADDENDUM TO EXHIBIT "E"
BASIC INSURANCE AND BOND REQUIREMENTS
FOR CONSTRUCTION PROJECTS USING CITY FUNDS
If your organization will be contracting for construction work (such as general contractors
building rental apartments) to undertake a Program(as defined in this Non-Profit/City Contract)
then the requirements set forth in this Addendum to Exhibit "E" shall be complied with by the
party contracted with for construction work protecting both the non-profit and the City.
Indemnity
The General Contractor (hereinafter referred to as "General") shall indemnify, defend, and hold
harmless the City of Cupertino (hereinafter "City"), its officers, agents and employees, and the
Contractor, it's officers, agents and employees from any loss, liability, claim, injury or damage
arising out of, or in connection with performance of this Contract by General and/or its agents,
employees or subcontractors, excepting only loss, injury or damage caused solely by the acts or
omissions of personnel employed by the City or the Contractor. It is the intent of the parties to
this Contract to provide the broadest possible coverage for the City and the Contractor. The
General shall reimburse the City and the Contractor for all costs, attorneys' fees, expenses and
liabilities incurred with respect to any litigation in which the General is obligated to indemnify,
defend and hold harmless the City and the Contractor under this Contract.
Insurance
Without limiting the General's indemnification of the City and the Contractor, the General shall
provide and maintain at its own expense, during the term of this Contract, or as may be further
required herein, the following insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the General shall provide an original plus one copy of a
Certificate of Insurance certifying that coverage as required herein has been obtained and
remains in force for the period required by this Contract. The contract number and project name
must be stated on the Certificate of Insurance. Individual endorsements executed by the
insurance carrier shall accompany the Certificate.
This verification of coverage shall be sent to the Contractor at the address stated below and to
the Community Development Department, 10300 Tone Avenue, Cupertino, CA 95014. The
Contractor shall not issue a Notice to Proceed with the work under this Contract until it has
obtained all insurance required and such insurance has been approved by the Contractor and final
approval by the City. This approval of insurance shall neither relieve nor decrease the liability of
the Contractor.
B. Notice of Cancellation or Reduction of Coverage
EXHIBIT E-NON-PROFITS 6 REVISED 6/8/95
All policies shall contain a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development Department as
stated above, and the Contractor at the following address:
�
111- 64 Yo !IPA CornrnOn a (5.
Contractor a e ,
10 �`I Virik 1 i\Ve_
n Street d e s n n 5o '
WCity, State,
C. Qualifying Insurers
1. All policies shall be issued by companies which hold a current policy holder's alphabetic
and financial size category rating of not less than A VIII, according to the current Best's
Key Rating Guide,unless otherwise approved by the City.
2. Surety coverage (including bid, performance and payment bonds) shall be required as
follows:
a. For projects in excess of$100,000:
1. Either a California Admitted Surety OR a current Treasury Listed Surety
(Federal Register); and either a current A.M. Best A IV rated Surety OR a
current Standard and Poors (S&P) rating of A;
2. An admitted surety insurer which complies with the provisions of the
Code of Civil Procedure, Section 995.660*;
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is
approved by the City's Insurance/Risk Manager.
b. For projects between$25,000 and not exceeding $100,000:
1. A California Admitted Surety and either a current A.M. Best B rated
Surety OR a current Standard and Poors (S&P)rating of B B;
OR
2. An admitted surety insurer which complies with the provisions of the
Code of Civil Procedure, Section 995.660";
* California Code of Civil Procedure Section 995.660 in summary,states that an admitted surety must provide: 1)the
original, or a certified copy of instrument authorizing the person who executed the bond to do so;2)a certified copy of
the Certificate of Authority issued by the Insurance Commissioner; 3)a certificate from City Clerk of Santa Clara City
that Certificate of Authority has not been surrendered, revoked, canceled, annulled or suspended; 4) a financial
statement showing the assets and liabilities of the insurer at the end of the quarter calendar year, prior to 30 days
next preceding the date of the execution of the bond.
EXHIBIT E-NON-PROFITS 7 REVISED 6/8/95
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is
approved by the City's Insurance/Risk Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and
property damage which provides limits of not less than one million dollars ($1,000,000)
combined single limit(CSL)per occurrence.
OR
2. Commercial General Liability Insurance- for bodily injury(including death) and
property damage which provides limits as follows:
a. General limit per occurrence - $1,000,000
b. General limit aggregate- $2,000,000
c. Products/Completed Operations- $1,000,000 aggregate
d. Personal Injury limit- $1,000,000
If coverage is provided under a Commercial General Liability Insurance form, the carrier
shall provide the City Insurance Manager with a quarterly report of the amount of
aggregate limits expended to that date. If over 50% of the aggregate limits have been paid
or reserved, the City may require additional coverage to be purchased by the General to
restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000)
per occurrence/aggregate to be maintained for two (2) years following acceptance
of the work by the City.
c. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability
f. Severability of Interest clause providing that the coverage applies separately to
each insured except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies
of which shall be provided to the City and the Contractor:
EXHIBIT E-NON-PROFITS 8 REVISED 6/8/95
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the City of Cupertino and
Contractor as additional insureds.
b. Primary Insurance Endorsement:
Insurance afforded by the additional insured endorsement shall apply as primary
insurance, and other insurance maintained by the City of Cupertino and the
Contractor shall be excess only and not contributing with insurance provided
under this policy.
c. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be canceled nor the coverage reduced by the Company
without 30 days prior written notice of such cancellation or reduction in coverage
to the City of Cupertino CDBG Program, and the Contractor at the addresses set
forth on page 10 of this Addendum.
d. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured who
is seeking coverage or against whom a claim is made or a suit is brought, except
with respect to the Company's limit of liability.
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and
property damage which provides total limits of not less than one million dollars
($1,000,000) combined single limit per occurrence applicable to all owned, non-owned
and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-
states endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000)
per occurrence for all employees engaged in services or operations under this
Contract.
7. Work and Materials Insurance (including but not limited to Builder's Risk, Course of
Construction, Installation Floater or similar first party property insurance for covering the
interest of the Contractor and the City) shall be provided by the Contractor.
The Contractor's coverage shall provide the following:
EXHIBIT E-NON-PROFITS 9 REVISED 6/8/95
a. Coverage shall be provided on an "all-risk" basis.
b. Coverage shall be provided on the work and materials which are the subject of
this Contract, whether in process or manufacture or finished, including "in
transit" coverage to the final agreed upon destination of delivery, and including
loading and unloading operations, and such coverage shall be in force until the
work and materials are accepted b y the City.
c. City and non-profit shall be named as additional insured as its interests may
appear at the time of loss.
d. Coverage shall be in an amount no less than the full replacement value of the
property at the time of loss.
e. The deductible shall not exceed $1,000 per occurrence unless otherwise approved
by the City and shall be borne by the Contractor.
f. If the construction contractor fails to maintain such insurance as is called for
herein, the City shall have cause to terminate this Contract in accordance with
Section V,paragraph B.
8. Bond Requirements
The following bond requirements apply:
a. Contract Bonds - Prior to execution of the Contract, Contractor shall file with the
City on the approved forms, the two surety bonds in the amounts and for the
purposes noted below, duly executed by a reputable surety company satisfactory
to City, and Contractor shall pay all premiums and costs thereof and incidental
thereto. Both Contractor and the sureties shall sign each bond.
b. The "payment bond for public works" shall be in an amount of one
hundred percent (100%) of the Contract price, as determined from the prices in
the bid form, and shall insure to the benefit of persons performing labor or
furnishing materials in connection with the work of the proposed Contract. This
bond shall be maintained in full force and effect until all work under the Contract
is completed and accepted by the City, and until all claims for materials and labor
have been paid.
c. The "performance bond" shall be in an amount of one hundred percent (100%) of
the Contract price as determined from the prices in the bid form. and shall insure
the faithful performance by Contractor of all work under the Contract. It shall also
insure the replacing of, or making acceptable, any defective materials or faulty
workmanship.
EXHIBIT E-NON-PROFITS 10 REVISED 6/8/95
Should any surety or sureties be deemed unsatisfactory at any time by the City
notice will be given Contractor to that effect, and Contractor shall forthwith
substitute a new surety or sureties satisfactory to the City. No further payment
shall be deemed due or will be made under the Contract until the new sureties
qualify and are accepted by the City.
All alterations, time extensions, extra and additional work, and other changes
authorized by the Specifications, or any part of the Contract, may be made
without securing consent of the surety or sureties on the contract bonds.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage
to be maintained by the General and any approval of said insurance by the City or
the Contractor are not intended to and shall not in any manner limit or qualify the
liabilities and obligations otherwise assumed by the General pursuant to this
Contract, including but not limited to the provisions concerning indemnification.
b. The Contractor reserves the right to withhold payments to the General in the
event of material noncompliance with the insurance requirements outlined above.
c. The Contractor shall notify the City Community Development Department
promptly of all losses or claims over $25,000 resulting from work performed
under this contract, or any products/completed operations loss or claim against the
contractor resulting from any of the contractor's work.
EXHIBIT E-NON-PROFITS 11 REVISED 6/8/95
EXHIBIT F
ASSURANCES
CORPORATION hereby assures and certifies that it will comply with all regulations,policies,
guidelines and requirements applicable to the acceptance and use of Federal funds for this Federally-
assisted program and will be responsible for implementing and complying with all relevant future
changes to Federal Regulations or OMB Circulars. Specifically CORPORATION gives assurances and
certifies with respect to the PROGRAM that it is in compliance with the following Regulations as
defined by 24 CFR, Part 570, Subpart J; 24 CFR,Part 570, Subpart K; and will be conducted and
administered in conformity with"Public Law 88.352 and Public Law 90-284.
1. 570.601. Public Law 88-352 and Public Law 90-284; affirmatively furthering fair housing;
Executive Order 11063, as amended by Executive Order 12259 addresses discrimination. HUD
regulations implementing Executive Order 1?.063 are contained in 24 CFR,Part 107.
2. 570.602. Section 109 of the Act addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards.
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation, Displacement and Acquisition.
7. 570.607. Employment and Contracting Opportunities.
8. 570.608. Lead-Based Paint.
9. 570.609. Use of Debarred, Suspended, or Ineligible Contractors or Subrecipients.
10. 570.610. Uniform Administrative Requirement and Cost Principles. The CITY, its
Subrecipients, agencies or instrumentalities, shall comply with the policies, guidelines, and
requirements of 24 CFR Part 85 (Common Rule), and OMB Circulars A-110 (Grants and
Agreements with Non-Profit Organizations),A-122(Cost Principles for Non-Profits), A-128
(Audits of State and Local Governments-implemented at 24 CFR, Part 24), and A-133 (Audits
of Institutions of Higher Education and Other Non-Profit Institutions), as applicable, as they
relate to the acceptance and use of Federal funds under this part. The applicable sections of 24
CFR, Part 85 and OMB Circular A-100 are set forth at 570.502.
11. 570.611. Conflict of Interest.
12. 570.612. Executive Order 12372 allows States to establish its own process for review and
comment on proposed Federal financial assistance programs, specifically the use of CDBG
funds for the construction or planning of water or sewer facilities.
EXHIBIT F-ASSURANCES 1 REVISED 11/15/00