14-085 City Data Services for Web-Based Grant Management Services OFFICE OF THE CITY CLERK
CITY HALL
10300 TORRE AVENUE• CUPERTINO,CA 95014-3255
am TELEPHONE: (408)777-3223• FAX: (408)777-3366
W EBSITE:,owwv.cupertirio.org
CUPERTINO
May 19, 2014
City Data Services, LLC
403 Alvarado Street
Brisbane, CA 940005
Re: Agreement for consultant services.
A fully executed copy of the°agreement for consultant services With the City,of
Cupertino is enclosed. if you have any questions or need additional information, please
contact the Community Development Department at (408) 777-3308.
Sincerely,
Andrea Sanders
Senior Office Assistant
City Clerk's.Office
Enclosure
cc: Community Development.
np� escn�s'd'2�� �I�'ls
AGREEMENTBETf91AEEN THE CTT'Y OF C()<PERTMO AND CITY DATA
SERVICES LLC FOR CONSULTAN I SERVICES FOR W MEASMGRANT
MANAGEMEN Lf SERVICES
THIS AGREEMENT,for reference dated luly 1201 is by,and;between
CITY OF CUPERTINO,.a municipal corporation(hereinafter referred to as
"City' ,and City Data'Services.LLC• a California Limited Liability Corporation
(LLC),whose address is 403 Alvarado Street Brisbane California 94005
(hereinafter,referred;to as"C,onsultant"),and is made with reference to the
following:
RECITEYL.S:
A. C-.Gty is a municipal corporation duly organized and validly existing
under the laws of the State of California with the power to carry on its business
as it is now being conducted under the Constitution and the statutes of the State
of California;and the Cupertino Municip<d Code.
B. Consultant;is specially trained, experienced and competent to
perform the special,services which will be required by this,Agreement,and
C. Consultant possesses the sld% experience: ability,background;
certification and knowledge to provide the,services described in this Agreement
on the terms and:condit ons described herein-
D. City and Consultant desire to enter into an agreement for
upon the'terms and conditions herein.
NOW, THEREFORE;it is'mutuaBy agreed by and between the
undersigned parties as follows
1 TERM:
The term of this Agreement shall commence on july 1 201 and shall
terminate on Tune 30 2015•unless terminated earlier as set,forth herein-
2. SERVICES TO BE PERFORMEIE):
Consultant "shall perform each and every service set forth in,Exhibit"A„
which is attached hereto and incorporated herein by this reference.
3. COMPENSATIONTO CONSULTANT:• performed ursuant to this
Consultant shall be compensated,for services pursuant
Agreement in the amount set forth in Exhibit"A"which is attached hereto and
Page 1 of 15
- f
incorporated herein by this reference. Parnent shall be made by checks drawn
on the treasury.of;therCity,to be taken frorn.the 26r 7405 fund For the full
performance of this Agreement,CITY shall pay COSLILTANT_S 400:00.
Payment will be made by the City ori,a,reimbursement basis each quarter.
TheConsultant shall submit a quarterly invoice with supporting documentation
to the City. Upon receipt of the quarterly'invoice from the Consultant the City
will review the invoice along,with supporting documentation. Only upon
satisfactory review of the.invoice and supporting documentation willthe City
disburse funds to the Consultant
4. TIME IS OF TRE.ESSENCE:
Consultant and;Cty agree that time is of the essence regarding the
performance.of this Agreerieeiit
5. STANDARD OF CARE.
Consultant,agrees to perform all services hereunder in a manner
commensurate with the prevailing standards of like professionalsin the San
Francisco Bay Area and agrees that all,seMces,shall be performed by qualified
and experienced.personnel who,are notEmployed by the Citynor have any
contractual relationshp�with`Cfy.
6. G<• PARTIES_
D andlC nsultant uitend that:#lle re%tionship:between tl em' created by
h'
this.,Agreement:is that,of employer aide)?eiident contractor: The,manner and
means of'rnnductingtlie work;are under the,conl rol of Consultant,except to the
extent they are limited'by statutes rule ar regulation and the express teens of this
Agreement No civil seiviee status or'other nght'of employment will be'acquired
by virtue of Co`nsultant's services None,of tl e,benefits pro�nded by City to` is
employees,incl'udmgxbut not hinted to,unemplo}Tment uisiirai?ce,workers'
" ' vacation and sick leave are available from City to
compensation plans;.
Consultant,its employees or agents. Deductions shall not be.made for any state
or federal taxes;FICA payments,PERS!payments,,or other purposes;normally
associated with anemployer-employee relationship from any fees'due
Consultant. Payments of the:above items, if required, are the responsibility of
Consultant.
7. ImWGRATION REFOP;M AND CONTROL ACT'(IRCA):
,.a
Consultant+assumes an and all•responsib hty for°verifying the•iiientrty
and employment-authorization of all of His/her employees,performing work .
hereunder, pursuant to all applicable ll3CA or other,federal, or state rules and
regulations. Consultarit.shall indemnify and'hold City Harmless from and
Page 2 of 15
against any loss, damage,liability, costs or expenses arising from any
noncompliance of this provision by C.onsulltamt.
8. NON-DISCRUYUNATION:
Consistent with C ty's;policy that harassment and discrimination are
unacceptable employer/employee conduct;Consultant agrees that harassment or
discrimination directed toward'a job applicant,a City employee,or a citizen,by
Consultant or Consultant's employee or subcontractor on the basis of race,
religious creed, color,national origin, ancestry,handicap, disability, marital
status,pregnancy, sex, age,or sexual orientation will not be tolerated.
Consultant agrees that any and all,violatii�ns of this,provision shall constitute a
material breach of this Agreement.
9. HOLD HARMLESS-
S' V
Indemmficiahon
�:;.,
Consul tant shall, to the fullest ezl:ent allowed by law, with respect to all
services.perfoined>in.connection,4rith th e Agreement, indemnify,'defend,
and hold harmless the City and its officers, officials, agents, employees
and volunteers from and "against any and all liability, claims, actions,•
causes of action,or den. . n
ds whatsoever against any of them, including
any mlliry, to or death of any peisoli or damage. to property or other
liabillty, of any mature, whether physical, emotional, conse4uenttal .or
otherwise, ansuig out, perta,,-,, to, or related to ttie forinance °11
Agreement by Consultant or Consultant's employees, officers, officals,
agents or,mdependeilt cornt"ractors.. Such costs and expenses,shall include
reasonable attorneys fees of counsel,of City's choice, expert fees and all
other costs and'fees of litigation..
A. Clauxis„for Professional l_iabiht- Where 'the law establishes a
.p." i d, t r s; "d n
standard of care°for Consultant's professional services, and to, tFe extent
v
the Cor sultanrt`breach s opfails to meetscach e'stablislied staitdard'of care,
or is alleged: to have breached or failed to meet such standard of care,
Consultant shall, to th fullest extent allowed by law, with aespect'to all
e
. defend,
servicesperforriied:in;connechon with the Agreemenuxdemn►fy,
and hold harmless the City and its officers, officials, agents, employees
and volunteers from and against any and all liability, claims, act?°ns,
causes of action or"demands Whatsoever against-any of therm, including
any injury to or death of any person or damage to property or other
liability of any nature, that arise out of, pertain to, or relate to the
negli gence, recklessness, or willful misconduct' of Consultant or
Consultant's employees, officers, officials, agents or independent
contractors. Such costs and expenses shall include reasonable attorneys
Page 3 o 15
fees of counsel of City s•choice, expert fees-and all other costs and fees of
litigation Consultant shall not bi: obligated under this Agreement to
indemnify City to the extent that the damage is caused by the sole or
active negligence or willfutmisconduct of City,its agents or employees.
B. Claims for Other Liability. Consultant shall, to the fullest
extent allowed by law, with respect to all services performed in
connection with the,Agreement, indemnify,
defend, and hold harmless the
City and its officers, officials, agents, employees and volunteers against
any and all liability, damns, actions, causes of action or demands
whatsoever from and against any of them, including any injury to or
death of any person.or damage to property or other liability of any nature,
that arise out of; pertain'to; or relate to the negligence, recklessness, or
willful 'iausconduct of Consultant or Consultant°'s employees, offi cers,
officials, agents or independent coitiactors. Such costs and expenses shall
include�reasbfable attorneys' fees of counsel of City's choice; expert fees
and all other costs and fees of litigation. Consultant shall not be obligated
under this Agreement to indemnify City to the extent that'the damage is
caused by the sole or active negligence or willful misconduct of-City, its
agents or employees.
10. INSURANCE:
On,or before the'cominencementof the,term of this Agreement,
Consultantshall furnish City with certificates showing"the type; amount class of
operations;covered, effective dates and dates of expiration of insurance coverage
in compliance'With paiaglaphs 9A,13;.C,-0 and E. Such certificates, Which do not
GConsulfan4's mcie rufieation, shA li§o contam siabstantiallythe following
statement "Should ariy'of the'above insurance covered bY., certificate be
canceled or coverage reduced before thc:expiration date thereof, the uisurer
da s advance written-notice to the
affording coverage shall`.proviie thirty( ). Y
City of Cupertino by certified mail, Attention:City Manager.' It isagreed`that
Consultant,shall maintain in force at all times during the;performance'of'this
Agreement all appropriate coverage of insurance required by this Agreement
with°an insurance company that is acceptableto,City and licensed to do
insurance business in the State of California. Endorsements•mining the City as
additional insured shall be submitted v6th the insurance certificates.
A. CO ERAGE:
Consultant shall maintain the,fo'ilowing insurance coverage:
(1) Workers' Compensation:
Statutory coverage as required by,the State of California.
Page 4 of 15
(2) Lability
Commeicifteneral li;3bility coverage in the following
minimum limits:
Bodily Injury: $x).0,000
each occurrence
$'.1,000,000
aggregate-all other
Property Damage: $,100,000,each occurrence
SZ501000 aggregate
ff.submitted, combined,single limit policy with aggregate
limits in the amounts of$1,09000 will be considered
equivalent to the regigred minimuTnIiniits shown.above.
(3) Autoinoiive:
w a,
Comprehensive auEo�snohve,liability coverage in•the
following nummum limits:
Bodily>Injury: $500,000;each occurrence
Property'Damage: $100,000 each occurrence
- or
Combined Seigle I#{jt:, $,50p;000'each occurrence
(4) Professional'i iabilii3:
Profess onal liabihty ,insurance which includes coverage or
v
the professional acts;a fors and omissions of Consultant in
the amoiineof A 1ea ii$1;000;000.
B. SUBROGATION WAIVER:
Consultant-agrees'
onsultant agrees'tl,. tin the everitof loss�:due to any of the perils=for
which he/she has agreed to provide comprehensive general and automotive
liability insurance, Consnitant shall look solely to l is/her.irisurance`f°r recovery.
Coiisultanther'by grants to Gty on beYi<if of anymsurer providnig
comprehensive general and autoutotive liability uisurance:to either Consultant or
City with respect to the services.of Comultantheiem, a waiver of any right to
subrogation which any such insure; of said Consultant;may acquire against City
by virtue of"the payment of any loss under:such insurance:
C. ' FAILURE TO SECURE-
If Consultant at any time during the term hereof should fail to secure of
maintain the:foregoing insurance, City shall'be permitted to obtain such
insurance in the Consultants name or as an agent of the Consultant and shall'be
compensated by the Consultant for the costs of the insurance premiums at the
maximum rate permitted'by law and computed from the date written notice is
received that the premiums have not been paid.
Page 5 of 15
D. ADDITIONAL INSURED:
City,its City Council,boards and cornmESSions,officers,employees and
volunteers'shall be named as an additional.insured under all insurance
coverages;exceptany professional liability insurance, required by this
Agreement. The naming.of an additional insured shah not affect any recovery to
which:such additional,insured would be entitled under-this policy if not named
as such additional insured- An additional.insured named herein shall not be
held liable for any premium;deductible portion of any loss, or expense,of any
nature on,this policy or any extension thereof. Any other insurance held by an_
additional insured shall not be required to contribute anything toward any loss
or expense covered by the insurance provided by this policy.
E. SUFFICIENCY OF INSURANCE
The usurante limns reginted by C-tyare not reprns ted as being
sufficient to protect Consultant.. Consulant vs advised to confer with
Consultant's ins:i : ,e tiroker.to deteiihble adequate.coveiage for`Consultant:.
11. CONFLICT OF INTEREST:
Consultant warrants that=if is not a conflick of interest for Consultant to
perform the,set.ices,requued by'ggL Agreement. Consultant may be required to
ry-
fill out a conflict of-mteiest form;if the services provided finder this Agreeriaent
require`Consulfant to make certain governm6ntdl,deci, V-1, . serve , astaff
capacity as-,defined iri Title2;'Division 6 Section 18700 of the California Code of
Regulations:
12. PROHIBITION AGAINST TRANSFERS:
Consultant shall'riot assign, sublease,hypothecate, or transfer this
Agreement Qr any interest therein darer#ly ar eidrectly,by ol !tion of law or
otherwise,without prior,written consenit'of bty Any attempt to do so H athtiut
said consent;sliall be null and void, and any assagnee, sublessee,hypothecate or
v _
trid feree:sliall ac uare`no n htor mtemstby reason of`such attempted
assignment;hypothecation:or'transfer: :[tor+et'er, claims for money by
Consultant'from City under this Agreement maybe assigned to'a bank, trust
company or other.financial institution vdthout prior wiitten,consent. Written
notice of such assignment shall be,promptly furnished to City by Consultant.
The sale; assignment,transfer or other disposition of any of the issued and
outstanding capital,stock of Consultant, or'of the inter"estof ar y,general partner
or jQiiitventurer or syndicate member or cotenant,if Consbltantis,a partnership
or'joint venture or syndicate or coteinaney,which shall result in changing,the
ment-
control of Consultant; shall be•constraed as an assignment of this Agree
Control means fifty percent(50%) or more of the voting powerof the
corporation,
Page 6 of 15
13. SUBCONTRACTOR APPROVAL:
Unless prior written consent from City is obtained, only those people and
subcontractors whose names and resumes are attached to this Agreement shall
be used in the performance of this Agreement
In the.event that Consultant employs subcontractors, such subcontractors
shall be required'to"furnish`proof of workers' compensation insurance and shall
also be required,to carry'general;automobile.and'professional•liability insurance
in:reasonable conformity to the insurance carried by Consultant. In addition,
any work or services subcontracted hereunder shall be subject to-each provision
of this Agreement.
14. PERMITS AND LICENSES:
Consultant, at his/her sole expense, shall obtain and maintain during the
term of this.Agreement, all appropriate permits, certificates and licenses
including,but not limited to, a City Business License, that may be required in
connection with the performance of services hereunder.
• 15. REPORTS:
A. Each-and every report, draft, work product, map,record and other
document,hereinafter collectively referred to as "Report", reproduced,prepared
or caused to be,prepared by Consultantpursuant to or in connection with this
Agreement, shall be the exclusive property of City. Consultant shall not
copyright any Report required by this Agreement and shall execute appropriate
documents to assign to City the copyright to Reports,created pursuant to this
Agreement. Any Report .information and data acquired orrequired bythis
Agreement,shall become the property of City, and all publication rights are
reserved to City. Consultant may retain a.copy of any report furnished to the
City pursuant to this Agreement.
B. All Reports prepared by Consultant may be used by City in
execution or implementation•of-
(1) The original Project:for which Consultant was hired;
(2) Completion of the o,riginalTroject by others: .
(3) Subsequent additions to the:original project,and/or
(4) Other City projects as appropriate.
C. Consultant;shall, at such time and in such:form as"City may
require, furnish reports concerning the status of services-required under this
Agreement.
D. All Reports requiredto be provided by this Agreementshall be
printed on recycled paper. All Reports shall.be copied.on both sides of the paper
except for one original, which shall be single sided.
E. No Report,information or other data:given to or prepared or
Page%of 15.
r
assembled by Consultant pursuant to this:Agreement shall be°made available to
any individual or organization byConsult:int without prior approval by City.
16. RECORDS:
Consultant shall maintain complete and accurate records with respect to
sales, costs; expenses, receipts and other such information required by City`that
relate to the�performance of services under this Agreement.
Consultant shall maintain adequate records of services provided in
sufficient detail to permit an evaluation of services. All such records shall be
maintained in accordance with generally accepted accounting principles and
shall be clearly identified and readily accessible. Consultant shall provide free
access`to such books and records to the representatives of City or its designees at
all proper times, and gives City the right to examine and audit same,and'to
make transcripts,therefrom as necessary,arid to allow inspection of all work,
data, documents, proceedings and activitiLes related to this Agreement. Such
records,together with supporting'documents, shall be kept separate=from other
documents and records and shall be maintained for a period of three(3)years
after receipt of.final payment.
If supplemental examination or audit of the records is necessary due to
concerns raised by City's preliminary examination or audit of records, arid'.the
City's supplemental'examination or audit of the records discloses a failure to
adhere to appropriate infernal financial controls, or other breach of contract or
failure to act`in,good faith; then Consultant shall reimburse City for all
reasonable costs and expenses associated with the supplemental examination or
audit.
17. NOTICES:
All notices, demands,requests or approvalslobe given under this
Agreement shall be given in writing and conclusively shall be deemed served
when delivered personally or on the second business day after the deposit
thereof in the United States Mail, postage prepaid, registered or certified,
addressed as hereinafter
provided.
All notices, demands, requests, or approvals from Consultantto City shall
be addressed'to Crty'at:
City of Cupertino
10300 Torre Ave.
Cupertino CA 95014
Attention: Senior Housing Planner
All notices, demands, requests, or approvals from City to Consultant shall
Page 8 of 15
be addressed to Consultant:at
City.Data Services,,LLC
403 AlvaraddStreet
Brisbane, California 94005
Attn: Executive Director
18, NONDISCRuvHNATION
Consultant certifies and agrees that he/she will not discriminate against
any employee or:applicant for employment because of race, color,religion,
national origin, ancestry, sex,;age;or condition or physical or mental,handicap
(as defined.in 41 C.F.R.Secfion 60-741, et: seq),.in accordance with requirement
of state'or federal law: C4nsultant.shall take affirmative action to ensure'that
qualified;appli its are employed and tha[employees dr.-el"r-6-
aI t.e'&during
employment without regard to race, coloi, religion natronai'ongin_aneestry,;sex>
age,,or condition'of physical or men,O'hand I in accordance with
requirements of,state and federal law. Sueh shall.include,but not be,limited to,
thefollowing:
A." Employ rent upgrading, demotion,,transfer,.recnutment,or,
recruitment advertising,layoff or ternvnation, ayor other"forms,of
compensation.
B. Selection for training, including:interns°and appaentices.
Consultant agrees to post inconspicuousspl"in eacli of Consultant's
facilities providing,services hereunder, available and open'to employees,and
applicants for employment notices'setting,forth the prow%ons of this
nondiscrimination clause
Consultant shalVin all solicrtahorisbr adverthsemenfs for employees
placed by or on behalf of Consultant, state that'a;ll quahfied'apphcants will
receive considerAo-i ifor employmefit•without regard to race, color;religion,
national origin ancestry;sex, age, or coiiditronofplhysical or,mental handicap,in
accordance'with requirements of state aild federal'law.
Consultant,shall.send to each.lab i)-r union or representative of workers
with which ie/shehas'a collective bargzdnirig agreement or other contractor
underst4ndiiig a notiee,advisirig•'thelabor union or ivor'kers'representative of
Consultant's commitments under this paragrapfi.
Consultant certifieS arid agrees that he/she will deal with his/her
subcontractors, bidders, or vendor's wiHloufregard to race,;color,religion,
national origin,ancestry, sex, age, or condition of physical or mental handicap, in
accordance with requirement of state grid,federal:law.
Page 9 of 15
11,accordance with applicable state:ind federal law, Consultant:shall
allow duly authorized county, state and federal representatives access to his/her
employment records during regular business hours in order to verify compliance
with the anti-discrimination provisions of this Paragraph_ Consultant shall
provide such other information and records as such representatives may require
in order to verify compliance with the antidiscrimination provisions of this
paragraph.
If the City finds that any of the provisions of this Paragraph have been
violated„the same shall constitute a materialbreach of Agreement upon which
City may determine to cancel, terminate, or suspend this Agreement. City
reserves the,right to determine independently that the anti-discrimination
provisions of this Agreement havebeen violated. In addition, a determination
by the'California Fair Employment Practices Commission or theEederal Equal
Employment Opportunity Comrriission that Consultant has violated state and
federal anti-discrimination laws shall con titute a finding by City that Consultant
has violated the anti-discrimination provisions of this Agreement.
The.partiesagree that in'the.event Consultant violates any of theanti-
discrimination provisions of this paragraph, City shall be entitled, at its,option,
to the sum of$500.00 pursuant to Califorrda Civil Code Section 1671 as
liquidated damages in lieu of canceling, terminating; or suspending this
Agreement.
Consultant hereby agrees'that he/she will comply with Section 504 .of'the
.Rehabilitation Act'of 1973,as,alnesided(29 ij.S.C.Section 794), all requireents 11
unposed by the-applicable regulations (45 C.F.R.), and all guidelines and
interpretations.issued pursuant thereto, tSthe end that no qualified handicapped
person shall, onthebasis of handicap,be excluded from.participation in,be
denied the benefits of, or otherwise be subJected to discrimination under any
program or activity of Consultant receiving Federal Financial Assistance. In
addition;Consultant shall comply with t]"Uniform Federal Accessibility
Standards,an&Contractor, Engineer, or Architect responsible for any design,
construction'or alteration shall certify compliance with those Standards.
Consultant's attention is directed 1 olaws, including but not limited to:
A. CIVIL RIGHTSIEQUAL CiPPORTUNM
(1)Civil Rights Act of 1964, Under Title V11 of the Civil Rights Act
of 1964, no person shall, on the grounds of race, sex,religion; color, or national
origin, be excluded from participation in;be denied the benefits of, or be
subjected to discrimination under any program or,activity receiving Federal
financial assistance.
(2) Section 109 of the Housing and C —ty Develop men t Act of
1974. No person in the United States shill,omthe grounds,of race, color, national
Page:10 of 15
- r -
origin, or sex, be excluded-from participation in,be denied the benefits of,or be
subjected to diem, ion under any pro€;ram or activity funded in whole or in,
part with funds made available under this title.
Section 109 of the Act further provides;that any prohibition against
discrimination onthe basis of age under the Age Discrimination Act of 1975 (42
U.S.C. 6101,et seq.)or with respect=to an otherwise qualified handicapped
individual as provided in Section 504 of_the RehabilitationAct of 1973 (29 U.S.C.
794) shall also apply to any program or the
funded in'whole or in part with
fundsmade available pursuantto the Act.
B. PROGRAM ACCESSIBILITY FOR INDIVIDUALS WITH
DISABILITIES
This.Agreemeretis subject to laws-and regulations concerning the
rights of otherwise cualified individuals�nzth handicaps foreggal participation
.
in, arid'benelit-from federally assisted programs and activities;including but not
liinited tos
(1) Americans with Disabilities Act of 1990 (ADA):(28 CFR 35).
Title II, Subpart A of;the;Americans with Disabilities Act of 1990 applies to all
publicly funded activities and programs. !Consultant shall,also comply with the
publicaccommodations requirements of Ti#le III of the ADA; as applicable.
(2)
Nondiscrimination the bgjs+of Handicap(24 CFR 8) ;These
regulations, which m lenient Section 504 cif the Rehabihtattron Ad.of 1973, as
amended, and as;cite&ijv Won'109 of the Hou iifig'and Coinmumty
Development AM apply to all federally assisted act vitiesraud programs and are
implemented through the regulations at 24_C .K8.
(3)Architectural Baixier Act of 1968. Any building or facility,
excluding privately owned resider itial stni.ames designed,constructed,or
altered.,with federal funds, shall comply,vn_. the iTinform Feder'al'Accessibility
Standards, 1984.(41 CFR'3) and the Handicapped Accessibility R'equirenieiits of
>. '
the,Siate,of California Title 24 The Constdtant, Engineer or Architect responsible
for such design, constriction or alteration shall certify compliance with the above
standards.
(4) In resolving any conflict between the accessibility standards
cited in paragraphs (1), (2) and (3) above, the more stringent standard shall
apply.
19. TERMINATION:
In the event Consultant fails or refuses to perform any of the provisions
hereof at the,,time.and in the manner regcdred hereunder, Consultant shall be
deemed in default in the performance of this Agreement. If such default is not
cured within within the time;specified after receipt by Consultant from City of
written notice of default; specifying the nature of such default and the steps
Page 11 6U15
necessary to cure such default, City may terminate the Agreement forthwith by
givmgto the Consultant written notice thexeof.
City shall have the option, at its sole!discretiomand without cause,of
terminating,thiis Agreement by giving•seven(7) days' prior written notice to
Consultant as provided herein. Upon termination of this Agreement, each party
shall pay to the other party that portion of compensation,specified in this
Agreement that is eamed>and unpaid prior to•the effective date of termination.
20. COM LIANCES:
Consultant'shall comply with all state or;federal laws and all ordinances,
rules and regulations enacted or issued by City.
21.• CONFLICT OE LAW:
This Agr iii ent,sl a 11 be interpreted underi and enforced by, the laws of
the State;of Cahfoizua excepting any'choioz of law iules,which may direct the
application of,laws of "another juris$iction. The Agreement and obligations of the
parties are subject to all valid`laws, orders; rules, and regulations of the
authorities.having,jurisdiction over this Agreement (or the successors of those
authorities.)
Any suits'brought pursuant to this,Agreement shall be:filed with the
courts Qf the County of;Sarita'Clara°State•gf California.
22. ADVERTISEMENTc,
Consultant shiall"not post,exhibit; eGsplay or allow to be posted,.exhibited,
displayed any signs, advertising,,show bills, lithographs;posters or cards of any
kind pertaining to the sei'Wces perfor"nie h under this Agreement unless prior
written approval has;beense'cured from City.to do othierwise.
23: WAIVER ,
A waiver,by Gty'of aybeacoto7 ; covenant •or bndition h y p ;
.
contained herein "sHall'not be deerried'to be a waiver,of<any subsegbent breach of
the same or any other'teih-, covenant, or'ctindition contained hereiii, wliettier of
the same or a different character.
24. INTEGRATED CONTRACT:
This Agreement represents the full and complete understanding of every
kind or nature•whatsoever between.the parties hiereto, and all preliminary
negotiations-and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall,be,held to vary the provisions
'hereof. Any modification of this Agreernerit will be effective only .bywritten
execution signed by both City and Consultant.
Page 12 of 15
25. INSERTED PROVISIONS:
Each provision and clause required by law to be inserted into the
Agreement shall be deemed to beenacted'herein, and the Agreement shall be
read and enforced as4hough each were included herein. If through mistake or
otherwise, any such provision is not inserted or isnot correctly inserted, the
Agreement shall be amended to make such insertion on application by either
party.
26. CAPTIONS:
The captions in this Agreement are,for convenience only, are not apart of
the Agreement and in no way affect, limit or,amphfy the terms or provisions of
this Agreement.
Page 13 of 15
IN WITNESS WHEREOF,the parties have caused the Agreement to be
executed.
CONSULTANT CITY OF CUPERTINO
A Municipal Corporation
Steve Crounse Gary Chao
By: By:
Ti e: Partner Title:/Ass t Director.of.Community
Development
Date : Date:
A:P ROVED AS TO FORM:
Cirol Korade,City Attorney
LV
ATTEST:
Za
Grace,Schmidt, City Clerk
EXPENDITURE DISTRIBUTION
ACCOUNT NUMBER � NN AMOUNT
265-7405-7014 t ��
PO a 00-ON-8, Z j G /
Original Contract: $5,400.00
Total. $5,400.00
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EXHIBTF A
SCOPE OF SERVICES—System Maintenance
Underthe scope of the maintenance contact,COS will provide:
Ability to store,display,and summarize individual program administration information;
Ability to store,display,and'summarize individual program contract information;
• Ability to enter, store,display,and summarize compliance information;
• Maintain all database and report elements created under the development contract;
Maintain data backups and download to the City of Cupertino on a determined schedule;
• Modify database as needed to add or,remove fields,or improve presentation of data;
Modifye>a sting reports as needed to meet City of Cupertinds requirements;
e Provide customer service to City of Cupertino and their clients ttvoughout the term of contract;
• Promptly respond to request for assistance,training, or database'repair
Single Family,and MultWamily Housing,management'assistance.
Generate Certificate of Occupancy and'otfier management documents.
a reementyThis fee remaire's c`ra'ms regardless c the n ncih'6 of users, for public the ier and one
The month) maintenance fee is three hundred f dollars. $350)p
T S'Y!
hundred($100)�for housing programs and acts commencn the first of.July 2014 for the term of the
g secs,trainings, units,programs,
projects or reports included in the system.
Budget for Scram of Work
AI�tnU
ro
° .y
re.. fi k
bay itw9.' Tasks {:: n r� f, Cost Months3 ,; Costsnvi
1.Web=Based GrantMaoagementMonthly
Maintenance'Fee $350;00/mo. 12 $4,200.00
2.Web-Based Grant Management Housing
Programs and Projects Add-0n Services $100:00/,mo. 12 $1,200.00
Total Annual Costs $5,400:00
Page 15 of 15