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88-070 Project Match, Inc., Joint Powers Agreement with Santa Clara County Community Development Block GrantRESOilJI'ION NO. 8189 A RESOIDI'ION OF THE CITY COUNCIL OF '!HE CITY OF aJPERI'INO AUilIORIZING '!HE CITY MANAGER 'IO SIGN CONI'RACI'S FOR ALI.DC.ATION OF SllTEEN'IH YFAR (1990/91) COMMUNITY DEVELDFMENT BIDCK GRANT FUNDS FOR THREE HUMAN SERVICE AGENCIES WHEREAS, on February 20, 1990 the City Council authorized the City Manager to submit to the County of Santa Clara certain project proposals for approval; and WHEREAS, the County of Santa Clara has approved use of Community Development Block Grant funds for certain agencies; and WHEREAS, the City Council has determined that, when appropriate, CDBG contracts for services from non-profit agencies will be paid on a per unit basis or percentage of achieved goals; NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of cupertino hereby authorizes the City Manager to execute the agreements for allocation of Sixteenth Year (1990-91) Community Development Block Grant funds for three human service agencies: Innovative Housing SUnny View West Project Match $3,000 $7,000 $4,000 BE IT FORI'HER RESOLVED that the above described allocation of funding to Project Match be paid on a per unit basis, or $190.48 per match, not to exceed $4,000. PASSED AND AOOPl'ED at a regular meeting of the City Council of the City of CUpP.rtino this 6th of August, 1990 by the following vote: AYES: NOES: ABSENI': AOOI'AJN: A'ITEST: Members of the City Council Koppel, Szabo, Rogers None Goldman, Sorensen None APPROVED: /s/ Dorothy Cornelius /s/ Barbara A. Rogers City Clerk Mayor, City of CUpertino G\reports\pub::::ontl Contract No. AGREEMENT 'Ihis Agreement is made and entered into this 1st day of October , 19-2.Q_, by and between the city of CUpertino, a municipal corporation (hereinafter "CITY" and Innovative Housing, a non-profit corporation (hereinafter "CX>RPORATION") • WITNESSEI'H WHEREAS, CITY has received a Co.mrrnmity Development Block Grant (hereinafter "CDBG") funds through a Joint Powers Agreement with Santa Clara County, which is an Urban County entitled to CDBG funds from the Federal Deparbnent of Housing and Urban Development. WHEREAS, CITY has agreed to allocate a portion of its CDBG funds to CX>RPORATION as a sub-recipient for housing-related activities within the CITY which shall primarily benefit low and moderate income households. NOW, 'IBEREFORE, the parties agree as follows: I. P.R03RAM CITY agrees to allocate to the CX>RPORATION the sum of three thousand dollars ($3,000)_in CDBG funds for the purpose of implementing the housing program (hereinafter "P.RCXmAM") as more particularly described in Exhibit "A" (Program Description), Exhibit "B" (Project Work Plan), Exhibit "C" (Proposed Implementation Time Schedule), and Exhibit "D" (Project Budget). II. TERM 'Ihe tenn of this Agreement shall begin on July l, 1990 and shall tenninate on the earlier of June 30, 1991, or the date of the expenditure of the total grant amount provided for herein, or upon the tennination date established pursuant to section V or section VII. -1- III. OBLIGATIONS OF CORPORATION A. Organization of CORPORATION. CORPORATION shall: 1. Provide CITY with: 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 and approved affinnative action plan. 2. Report any changes in CORPORATION' s Articles of Incorporation, Bylaws, Board of Directors, personnel policies and procedures, affirmative action plan, or tax exerrpt status bnmediately to PROGRAM MANAGER. 3. Maintain no member of its Board of Directors as a paid errployee, agent or subcontractor under this Agreement. 4. Open to the public all meetings of its Board of Directors, except meetings, or portions thereof, dealing with personnel or litigation matters. 5. Keep minutes of all its regular and special meetings. 6. Comply with all provisions of california Non-Profit Corporation law. B. Program Perfornance by CORPORATION. CORPORATION shall: 1. Conduct the PROGRAM within the City of CUpertino for the purpose of benefiting low and moderate income households. 2. File quarterly narrative reports with the CITY on the types and numbers of services rendered to CUpertino beneficiaries through the operation of the project, which reports shall evaluate the manner in which the project is achieving its goals according to standards established by CITY. '!he reports shall be due within ten (10) working days of the end of each quarter and shall cover the quarter bnmediately preceding the date on which the report is filed. Said reports shall l::>e made on fonns approved by CITY. -2- 3. Coordinate its services with other existing organizations providing similar services in order to foster connnunity 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 such award, infonn CITY' within ten days. 5. Include an acknowledgement of CITY funding and support on PROGRAM stationery and on all appropriate publicity and publications using words to the effect: "funded in whole or part by City of CUpertino eonnnunity Development Block Grant Funds." C. Fiscal Responsibilities of CORPORATION. CORPORATION shall: 1. Appoint and submit the name of a fiscal agent who shall be responsible for the financial and accounting activities of CORPORATION, including the receipt and disbursement of CORPORATION funds. 'Ihe CITY' shall immediately be notified in writing of the appointment of a new fiscal agent and that agent's name. 2. Establish and maintain an accounting system that shall be in conformance with generally accepted principles of accounting. 'Ihe accounting system shall be subject to review and approval of CITY. 3. Document all PROGRAM costs by maintaining records in accordance with Section III, Paragraph D below. 4. SUJ::mit on a quarterly basis, within ten (10) working days of the end of the quarter, a reimbursement request containing a surrnnary statement of expenditures and revenue for the quarter irnmediately preceding the date on which the report is filed and cumulative totals from the effective date of this agreement. Said reports shall be made on fonns approved by CITY. 5. SUJ::mit for approval by CITY any lease agreement either contemplated or in effect. 6. Certify insurability subject to CITY approval as outlined in Exhibit "E" (Insurance). 7. If applicable, submit an indirect cost plan to CITY' for approval. 8. Items 1 through 7 are express conditions precedent to any CITY funding and failure to comply with these conditions will, at discretion of CITY, result in suspension of funding or tennination of this Agreement. -3- 9. CORPORATION is liable for repayment of all disallowed costs. Disallowed costs may be identified through audits, monitoring or other sources. CORPORATION shall be required to respond to any adverse findings which may lead to disallowed costs. The CITY shall make the final determination of disallowed costs, subject to provisions of OMB Circular A-122, "Cost Principles for Non-Profit Organizations." D. Establishment and Maintenance of Records. CORPORATION shall maintain complete and accurate records of all its transactions including, but not limited to, contracts, invoices, time cards, cash receipts, vouchers, cancelled checks, bank statements, client statistical records, personnel, property and all other pertinent records sufficient to reflect properly (1) all direct and indirect costs of whatever nature claimed to have been incurred or anticipated to be incurred to perf onn this Agreement or to operate the PROGRAM, and (2) all other matters covered by this Agreement. E. Preservation of Records. CORPORATION shall preserve and make available its records: 1. until the expiration of three years from the date of final payment to CORPORATION under this Agreement; or 2. for such longer period, if any as is required by applicable law; or, 3. if this Agreement is completely or partially terminated, the records relating to the work tenninated shall be preserved and made available for a period of three years from the date of termination. F. Examination of Records; Facilities. At any time during noma.l business hours, and as often as may be deemed necessary, CORPORATION agrees that HUD and the CITY and/or any duly authorized representatives may until expiration of (1) three years after final payment under this Agreement, (2) three years from the date of termination of this Agreement, or (3) 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 perf oma.nce of this Agreement or the operation of the PROGRAM, and all its records with respect to the PROGRAM and all matters covered by this Agreement. CORPORATION also agrees that CITY or any duly authorized representatives shall 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 PROGRAM and matters covered by this Agreement. 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. -4- G. COI!!Pliance with I.aw. OORPORATION shall become familiar and comply with and cause all its sul:x::!ontractors 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, OORPORATION shall comply with the requirements and standards of OMB Circular No. A-122, "Cost Principles for Non-Profit Organizations" and the follov.ring attachments to OMB Circular No. A-110: 1. Attachment A, "cash Depositories," except for Paragraph 4 concerning deposit insurance; 2. Attachment B, "Bonding and Insurance;" 3. Attachment c, "Retention and CUstodial Requirements for Records;" 4. Attachment F, "Standards for Financial Management Systems;" 5. Attachment H, "Monitoring and Reporting Program Perfonnance," Paragraph 2; 6. Attachment N, "Property Management Standards," except for Paragraph 3 concerning the standards for·real property; and 7. Attachment o, "Procurement standards." IV. OBLIGATIONS OF CITY A. Method of Payment. During the tern of this Agreement, CITY shall reimburse CORPORATION for all allowable costs and expenses incurred in connection with the PROGRAM, not to exceed the total sum of three thousand ($3,000), except that city may, at any time in its absolute discretion, elect to suspend or terminate payment to a:>RPORATION, in whole or in part, under this Agreement or not to make any particular payment under this Agreement based on a:>RPORATION' s non-compliance, including, but not limited to, incomplete documentation of expenses, failure to sub:nit adequate progress reports as required herein or other incidents of non-compliance as described. in section v, Paragraph. B, of this Agreement or based on the refusal by a:>RPORATION to accept any additional conditions that may be llnposed by HUD at any time, or based on the suspension or termination of the grant to CITY made pursuant to the Housing and Conmrunity Development Act of 1974, as amended. -5- V. CONTRACI' COMPLIANCE A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROGRAM perfonnance shall be the mutual responsibility of both CITY and CORPORATION. CX>RPORATION shall furnish all data, statements, records, infonnation and reports necessary for PROGRAM MANAGER to monitor, review and evaluate the perfonnance of the PROGRAM and its corrponents. CITY shall 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. Upon receipt by CITY of any infonnation that evidences a failure by CORPORATION to comply with any provision of this Agreement, CITY shall have the right to require corrective action to enforce compliance with such provision. Areas of noncompliance include but are not limited to: 1. If CORPORATION (with or without Jmowledge) shall have ma.de any material misrepresentation of any nature with respect to any infonnation or data furnished by CITY in connection with the PRCGRAM. 2. If there is pending litigation with respect to the perfonnance by CORPORATION of any of its duties or obligations under this Agreement which may materially jeopardize or adversely affect the undertaking of or the carrying out of the PROGRAM. 3. If CORPORATION shall have taken any action pertaining to the PRCX;RAM which requires CITY approval without having obtained such approval. 4. If CORPORATION is in default under any provision of this Agreement. 5. If CORPORATION makes improper use of CITY funds. 6. If CORPORATION submits to CITY any report which is incorrect or incomplete in any material respect. c. Corrective Action Procedure. CITY in its absolute discretion and in lieu of immediately tenuinating this Agreement upon occurrence or discovery of noncompliance by CORPORATION under this Agreement, shall have the right to give CORPORATION notice of CITY'S intention to consider corrective action to enforce compliance. such notice shall indicate the nature of the noncompliance and the procedure whereby CX>RPORATION shall have the opportunity to participate in fonnulating any corrective action recorrnnendation. CITY shall have the right to require the presence of CX>RPORATION's officer(s) and Executive Director at any hearing or meeting called for the purpose of considering corrective action. Thereafter, CITY shall forward to CORPORATION specific corrective action recommendations and a detailed timetable for implementing these reconunendations; -6- such timetable shall allow C'ORPORATION not less than five (5) nor more than thirty (30) days to corrply. Following implementation of the corrective actions, C'ORPORATION shall forward to city, within the time specified by City, any documentary evidence required by city to verify that the corrective actions have been taken. In the event that C'ORPORATION does not implement the corrective action recormnendations in accordance with the corrective action timetable, CITY may suspend payments hereunder or terminate this Agreement. D. Termination for cause. Notwithstanding anything to the contrary contained in the foregoing, CITY may terminate this Agreement by written notice to C'ORPORATION, if any of the events of noncorrpliance listed in Section V, Paragraph B, occur or are discovered, if C'ORPORATION does not implement any recommended corrective action, if C'ORPORATION is in bankruptcy or receivership, if a member of the C'ORPORATION' s Board of Directors, the Executive Director or other administrative staff person is the subject of investigation for wrongdoing, or if there is reliable evidence that C'ORPORATION is unable to operate the PROGRAM. Termination under this section shall be effective on the date notice of termination is received or such later date as may be specified in the notice. VI. PROGRAM C'OORDINATION A. CITY: The Housing and Services Coordinator, or his/her designee, shall be the Program Manager for the CITY and shall monitor progress and performance of this Agreement for CITY. The Program Manager shall be responsible for all services agreed to be performed by CITY. B. C'ORPORATION: A single Program Director who shall have overall responsibility for the progress and execution of this Agreement shall be assigned. Should circmnstances or conditions subsequent to the execution of this Agreement require a substitute or replacement Program Director, C'ORPORATION shall inunediately notify CITY or such occurrence. Program Director and C'ORPORATION staff will cooperate fully with CITY in fulfillment of this Agreement. -7- c. Correspondence: All correspondence and notices required by this Agreement shall be sent to the parties at the following address: CITY: CORPORATION: Housing and Services Coordinator Deparbnent of conununity Development City of CUpertino 10300 Torre Avenue CUpertino, california 95014 Judith steiner Name Peninsula Director Title Innovative Housim Name of Corporation 457 Kingsley Avenue Address Palo Alto, CA 94301 All notices shall either be hand delivered or sent by United states mail, registered or certified, postage prepaid. Notices given in such a manner shall be deemed received 'When hand delivered or seventy-two (72) hours after deposit in the United states mail. Any party may change his or her address for the purpose of this section by giving five (5) days written notice of such change to the other party in the manner provided in this section. VII. TERMINATION A. In addition to CITY's right to terminate for cause set forth in section V, either CITY or CORPORATION may suspend or terminate this Agreement 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 imnediately discontinued. B. Upon termination, either under this section VII or section V, CORPORATION shall: 1. be paid for all documented services actually rendered to CITY to the date of such termination; provided, however, CITY shall be obligated to compensate CORPORATION only for that portion of CORPORATION'S services 'Which are allowable costs and expenses as determined by an audit or other monitoring device; -8- 2. turn over to CITY inunediately any and all copies of studies, reports and other data, whether or not completed, prepared by C'ORPORATION or its subcontractors, if any, in connection with this Agreement. such materials shall become property of CITY. C'ORPORATION, however, shall not l:le liable to CITY's use of incomplete materials or for CITY''s use of completed documents if used for other than services contemplated by this Agreement; and 3. transfer to the CITY any CDBG funds on hand and any accounts receivable attributable to the use of CDBG funds. All assets acquired with CDBG funds shall l:le returned to the CITY. C. Upon termination of this Agreement, C'ORPORATION shall inunediately provide CITY access to all documents, records, payroll, minutes of meetings, correspondence and all other data pertaining to the CDBG funds granted to C'ORPORATION pursuant to this Agreement. VIII. PURCHASING REAL OR PERSONAL PROPERI'Y A. Title to Personal Property. Title to any personal property used in connection with the project shall vest as follows: 1. Personal property donated or purchased with other than CITY CDBG funds shall l:lecome the property of C'ORPORATION or person specified by the donor or funding source; otherwise the same shall become the property of CITY' except for property and equipment as described. in 2. 2. Personal property and equipment penuanently affixed to building owned by C'ORPORATION shall l:lecome the property of C'ORPORATION. 3. All other personal property, supplies and equipment purchased pursuant to this Agreement and not consumed shall l:lecome property of CITY. B. Non-Expendable Property. Non-expendable property purchased by C'ORPORATION with funds provided by CITY, with a purchase price in excess of One Hundred Dollars ($100), must l:le approved in advance in writing by CITY. CITY shall retain title to said property. If a PROGRAM will l:le continued beyond termination of this Agreement, CITY at its option, may revert title to C'ORPORATION. c. Purchase of Real Property. None of the funds provided under this Agreement shall be used for the purchase of real property, unless CITY approves such purchase in writing containing any conditions to the CITY deems appropriate prior to the time C'ORPORATION finalizes such purchase. Approval of any such contract or an option to purchase shall l:le processed through the PROGRAM MANAGER. -9- D. Security Document. 'As a condition precedent to CITY releasing funds for the purchase of real property or an option to purchase real property, OORPORATION shall prepare and execute a promissory note, deed of trust or other Agreement restricting the use of said real property for purposes consistent with this Agreement, HUD and CDBG requirements. IX. PROGRAM INCOME Income generated by the PROGRAM shall :be retained. by CORPORATION. such income shall :be used to reduce the monthly request for funds under this Agreement and for the same purposes and activities descri:bed in Exhibit A. All provisions of this Agreement shall apply to the use of PROGRAM income for such activities. X. INDEPENDENT OONTRACIOR This is an Agreement by and :between independent contractors and is not intended. and shall not :be construed. to create the relationship of agent, servant, employee, partnership, joint venture or association :between OORPORATION and CITY. OORPORATION, including its officers, employees, agents or subcontractors, shall not have any claim under this Agreement or otherwise against CITY for any Social Security, Worker's Compensation, or employee :benefits extended. to employees of CITY. XI. ASSIGNABILITY A. This Agreement may not :be assumed nor assigned. to another corporation, person, partnership or any other entity without the prior written approval of CITY. B. None of the work or services to :be performed hereunder shall :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 least ten days prior to the proposed effective date. In the event CITY approves any such assignment, delegation or subcontract, the subcontractors, assignees or delegates shall :be deemed to :be employees of OORPORATION I and OORPORATION shall :be responsible for their performance and any liabilities attaching to their actions or omissions. -10- XII. DISCI:.DSURE OF CONFIDENTIAL CLIENT INFORMATION CITY and CORPORATION agree to maintain the confidentiality of any information regarding applicants for services offered by the PROGRAM pursuant to this Agreement or their inunediate f arnilies which may be obtained through application foms, questionnaires, interviews, tests, reports from public agencies or counselors, or any other source. Without the written permission of the applicant, such information shall be divulged only as necessary for purposes related to the performance or evaluation of the services and work to be provided pursuant to this Agreement, and then only to persons having responsibilities under this Agreement, including those furnishing services under the PROGRAM through approved subcontracts. XIII. HOID HARMLESS In addition to the indemnity set forth in Exhibit "E", CORPORATION shall indemnify and hold CITY, its officers, employees and elected officials, boards and connnissions, hannless with respect to any damages, including attorney's fees and court costs, arising from: A. the failure of the PROGRAM to comply with applicable laws, ordinances, codes, regulations and decrees, including without limitation those set forth in Exhibit "F"; or, B. any negligence or omission arising out of any work or services provided by CORPORATION, its officers, employees, agents or subcontractors under the PROGRAM or this Agreement. XIV. WAIVER OF RIGHTS AND REMEDIES In no event shall any payment by CITY constitute or be construed to be a waiver by CITY of any breach of the covenants or conditions of this agreement or any default which may then exist on the part of CORPORATION, and the ma.king of any such payment while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to CITY with respect to such breach or default. In no event shall 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 PROGRAM or this Agreement. -11- YN. NONDISCRIMINATION In connection with the perfonnance of this Agreement, OJRPORATION assures that no person shall be subject to discrimination because of sex, race, religion, ethnic background, sexual preference, age, handicapped status, or union activity. YNI. AMENDMENTS Amendments to the tenn or conditions of this Agreement shall be requested in writing by the party desiring such amendment, and any such amendment shall be effective only upon the mutual Agreement in writing of the parties hereto. YNII. INTEGRATED DOCUMENT This Agreement contains the entire Agreement between CITY and OJRPORATION 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 tenns of obligations contained in any documents comprising this Agreement. YNIII. JYIISCEI.J.ANEDUS A. The captions of this Agreement are for convenience of reference only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the inter:pretation, construction or meaning of the provisions of this Agreement. B. All exhibits attached hereto and referred to in this Agreement are incorporated herein by this reference as if set forth fully herein. -12- IN WITNESS WHEREOF, the parties have executed this Agreement in duplicate the day and year above written. Date City Clerk (o-f-qo Date By -13- Date CORPORATION Date EXHIBIT A CITY OF OJPERI'INO o::ffIDNITY DEVEIDPMEN.r BI.DCI< GRAN!' PROGRAM PR0JEx;T PR:>rosAL OJV:ffi PJ'CE " APPLICANI' OR:iANIZATIOO: ···· NAME:;;;;-;:;---~T~.n~n'T"ouv~a~t~i~.v~c~-~l~io_1~1~s~i~n~g;-;:---------------------------------- ADORESS ____ 4::::--577 __ K~i~n~g~s-l_e~-'-~Y--;::A~v~e~n~u~e------------------------------- Palo Alto CA 94301 AGENCY DIREX::IOR: NAME Judith Steiner TITLE Di recto~ SIGNll'.l:URE:~A/[Ql) :£(,l)l,L.., H:10NE NO. 415/327-5377 PROJOCI' NAME Supportive Shared Housing for Sinqle Parent Families AMJUNr OF CUPERI'INO CDB3 FUNDS REX:2UESTED: $ 3 0 0 0 AMJUNr OF OJUNI'Y a:Ml?El'l'l'IVE FOOL CDB:; FUNDS RFJ;!OEST.ED: $---"'2-'-,...:::5...:::0...:::0 ___ _ OIHER FUNDS REX2UESTID OR ANI'ICIPATED: $ 2, 500 'TC1I'AL PROJEX:'l" BUOOEr: $--"-a..:... o;;;_o;;;_o=----- PROJE::r DESOUPI'ION: Innoval·,ive HOJrning's supportive Shared Housing for SiogJe Parent Families Program will provide housing for 3 4 low· to moderate income singJe paient families (6-8 people depending on family sizes and number of bectrooms in the houses.) Innovative Housinn (TH) wi 11 acquire by leasing one"'' large, single family h011se in CuperUno. The acquisition of this house will increase the stock of low-incQme housing because the house would otherwise be beyond the financial ability of low income families to rent. Erospectiye residents will be referred to TH by local agencies, such •. as Cupertino Community Services, many of whose clients have housing difficulties. IH will form a compatible household through its workshops and train residents in living skills. IH will provide extensive supportive services for the household and for individual residents. TH is also available for appropriate referrals to other housing agencies when TH has no openings. IH staff makes frequent public presentations to community groups on shared living and on its programs for single parents, seniors and others with special needs. and on how shared ·livin enhances the ualit ·of life of ihs resid·ents. * IH will acquire three leased houses in Cupertino and or the bordering unincorporated portions of Santa Clara County if the County grants its request for funds. letters\cxibJ ) AGENCY NAME: Innovative Housing PROJ~Cl' WORK PLAN SIXTEENTH PROGRAM YEAR ~ Fl 90/91 PROJECT NAHE: Supportive Shared Housing for Single Pat:"ents Responsible Staff Person(s) and Approximate P~rcentage of Time Allocated to Activity Santa Clara County Coordinator 33% * Peninsula Director 10% (training, supervision, assistance) jnb workplan. Em revised 11/89 Activity fo~ Period • i ,Ju1 v-SPl r ember. 1 9.90 (Quarterfy, i110. period) Site search & lease negotiations Shared Living Workshops held Presentations made to referring agencies, churches, childcare facilities, etc. in Cupertino \ EXHIBIT B I Products or Milestone for Quactec I Acquisition of house suitable for shared housing AGENC'f NA~: Innovative Housing PROJECr WORK PLAN SIXT~ENTH PROGHAH YEAR -FY 90/91 PROJECT NAME: Suppoctive Shared Housing for Singl~ Parents Responsibl~ Staff Person{s) and Approximate ~eccentage of Ti~e Allocated to: Activity Santa Clara County Coordinator 33% * Peninsula Director 10% (training, supervision, assistance) jnb workplan.Em revised 11;89 l ; Ac t iv i ty f o c Per i od October-December, 1990 (Quarterly, J'mo. period) Shared living workshops held Continued contacts with area organizations Formation of shared household Evaluation of residents' needs for $Upportive services Resident children placed in lo~al schools and childcare faciliti~s near home Mutual in-home support system set-up: shared childcare, transportation, shopping, meals, etc. ) EXHIBIT B ,-~-Products f for ) o.c Milestones· Qu~cter ~ f Smoothly functioning shared household begun Provision and coordination of supportive services .· AGENCY • \ .IE Innovative Hol]sjng _JoJECT NA..~ Supportive Shared _Housing for \. Fiscal Year 1990/1991 Program Year 1990/1991 Oat'~ Prepared 1/17/90 Single Parent FamilieE -------- Agency Director Judith Steiner ~~~~~~~~~~-Project Manager Judi th Steiner List in detail the major activities to b~ undertaken to Jmplement the project and the scheduled time they will begin and be :ompleted. O~ce approved, proJects will be closely monitored du-Ing implementation according to this ti~e schedule. Title Months Endina of: Activ·ities 7/31 8/31 :. 9/30 10/31 11 /30 12/31 1 /31 2/28 1/31 4/30 5/31 ite • search & Lease ' Negotiation * * * * * * * hared Li vfng ' ; ' Workshops * ' * * * ' * _. s H ousing Referral & i * * * * * Information * * * * * * ' ublic Information speeches, reports, l * * * . n tervie·ws, etc.) * * ' stablishment of 1 shared house * ! H House Management i ediation, etc. ' * * 1 * * * * * * ; If funded:by Santa i ' Clara County CDBG * * for 2 more houses) : •rovis ion of * * * * * * * * 6/ic * * * * * C::Prvi rPc; 3n this project be incorporated into the ~n-going worklo?d of t~e applicant and successfully be irnplemented·according to this chedule? Yes· X No -. chedule Appr<?ved By: Judith Steiner Title: Peninsula Director Date 1/1 7 /90 ' i _,,-.. PROJECT BUDGET SIXTEENTH.PROGRAM YEAR -FY 90/91 AGENCY NAME: Innovative Housing Exhibit D .. PROJECT.NAME: supportive Shared Housing for Single Parent Families LINE ITEM 1990 BUDGET SALARIES···· Personnel $ 3,000 Benefits OFFICE EXPENSE Rent Telephone Postage Printing Supplies Trave.1 Utilities Equipment . -... .,. .... Dues and Subsc. OTHER EXPENSES Accounting Services Contract Services Insurance Conf etences Miscel.J..aneous TO'rAL $ 3,000 mnBIT E Insurance And Indemnity Requirements Indemnity: Cori;x:>ration agrees to indemnify and save harmless the city of cupertino, its officers, employees and elected officials, boards and commissions from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of the Corporation's perfonnance under this Agreement;·· including the Cori;x:>ration's failure to comply with or carry out any of the provisions of this Agreement. Insurance: Cori;x:>ration shall take out prior to commencement of the perfonnance of the tenns of this Agreement, pay for, and maintain until completion of this Agreement, the following types of Policies. These Policies must cover at least the following, which are minimum coverages and limits. I. Comprehensive General Liability Insurance including the following: A. Premises Operations (including completed operations, if the exJ.X>Sure exists). B. Broad Fonn Blanket Contractual. c. Personal Injury coverages A, Band c, delete exclusion "C". 1. All coverages must have a minimum of $500,000 Combined Single Limit. II. Comprehensive Auto Policy to cover: B. Hired Auto. 1. These coverages must have a minimum of $500,000 Combined Single Limit for bodily injury and property damage. III. Errors or Omissions coverage for attorneys and paralegals with a,, miii.Imum · iiffiit of $500,000 per occitrrence COmbined Single Limit with no ·· more than $1,000 deductible per occurrence (where scope of services ' I provides for attorneys and paralegals.) IV. Medical Malpractice Insurance: Minimum limits of $500, 000 per occurrence with no greater deductible than $1,000 per occurrence. '!his is to cover all medical staff associated with the Corporation, such as, l:.ut not limited to, doctors, nurses, and paramedicals (where scope of services provides for medical staff. ) V. Workers Compensation: Coverage with the statutory limit of liability and $1,000,000 employer's liability. Endorsements: On all required insurance the following endorsements must be a part of each Policy. A. 'Ihe City of CUpertino, its officers and employees, and agents are to be additional insured. B. 'Ihirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of CUpertino. c. 'Ihe insurance policies must be endorsed to show that they are primacy, and any other valid and collectible insurance the City of CUpertino may have will be excess only. D. All insurance policies must be satisfactory to the City of CUpertino. misc/contracts PRODUCER INSURED Whitney & Baird 350 Sansome St., #600 San Francisco, CA 94104 (415)781-1965 Innovative Housing 325 Doherty Dr. Larkspur, CA 94939 COVERAGES THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR AL TEA THE COVERAGE AFFORDED BY THE POLICIES BELOW COMPANY A LETTER COMPANY 8 LETTER COMPANY C LETTER COMPANY D LETTER COMPANY E LETTER COMPANIES AFFORDING COVERAGE Nonprofits' Insurance Alliance of CA THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. co LTR A TYPE OF INSURANCE GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY· CLAIMS MADE X '. OCCUR .. OWNER'S & CONTRACTOR'S PROT, AUTOMOBILE LIABILITY ANY AUTO A • ALL OWNED AUTOS . SCHEDULED AUTOS HIRED AUTOS X • NON-OWNED AUTOS GARAGE LIABILITY EXCESS LIABILITY j OTHER THAN UMBRELLA FORM WORKER'S COMPENSATION AND EMPLOYERS' LIABILITY • OTHER POLICY NUMBER N90-ll 71 N90-ll 71 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS CERTIFICATE HOLDER CITY OF CUPERTINO HOUSING SERVICES COORDINATOR 10300 TORRE AVE. CUPERTINO, CA 95014 ATTN: MARILYN NORLING Ac~~E~-s i!~!B~L __ _ POLICY EFFECTIVE ;POLICY EXPIRATION DATE (MM/DD/VY) ! DATE (MM/DD/VY) ! ;, l ALL LIMITS IN THOUSANDS 7/13/9~ 7/13/91 ,. 7 /13/90 7 /13/91 ; . CANCELLATION i GENERAL AGGREGATE ! $ l PRODUCTS-COMP/OPS AGGREGATE $ i PERSONAL & ADVERTISING INJURY i $ i EACH OCCURRENCE : FIRE DAMAGE (Any one fire) '$ $ : MEDICAL EXPENSE (Any one parson): $ COMBINED . SINGLE i $ l, 000 i LIMIT BODILY . i INJURY j $ (Par parson) i BODILY l . , INJURY '. $ ; (Par accident) j PROPERTY i $ •DAMAGE ; . ' 1,000 1,000 1,000 1,000 50 EACH AGGREGATE OCCURRENCE $ $ STATUTORY (EACH ACCIDENT) (DISEASE-POLICY LIMIT) (DISEASE-EACH EMPLOYEE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL -12_ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR l LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. :; AUTHORIZED REP ~VE JJ!t!~;/o _,,pf CJ.__,~ __ . -· J~cElheriey •. ' '. · @A~~~~--2 .. ~~~. RFSOWI'ION NO. 8189 A RFSOI.IJI'ION OF '!HE CITY Q)UNCIL OF '!HE CITY OF C'UPERI'INO AUI'HORIZING '!HE CITY MANAGER 'ID SIGN CX>NI'RACTS FOR ALLOCATION OF SDcr'EENI'H YEAR (1990/91) mMMUNITY DEVEI.DPMENI' B10CK GRANr FUNDS FOR THREE HUMAN SERVICE AGENCIES WHEREAS, on February 20, 1990 the City Co1.ll1Cil authorize:i the City Manager to suhnit to the County of Santa Clara certain project proposals for approval; and WHEREAS, the County of Santa Clara has approve:i use of Connnunity Development Block Grant funds for certain agencies; and WHEREAS, the City Council has determine:i that, when appropriate, CDBG contracts for services from non-profit agencies will be paid on a per unit basis or percentage of achieve:i goals; NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of CUpertino hereby authorizes the City Manager to execute the agreements for allocation of Sixteenth Year (1990-91) Community Development Block Grant funds for three human service agencies: Innovative Housing Sunny View West Project Match $3,000 $7,000 $4,000 BE IT FURr.HER RESOLVED that the ab::>ve described allocation of funding to Project Match be paid on a per unit basis, or $190.48 per match, not to exceed $4,000. PASSED AND AOOPI'ED at a regular meeting of the City Council of the City of CUpertino this 6th of August, 1990 by the following vote: AYFS: NOFS: ABSENT: ABSTAIN: A'ITEST: Members of the City Council Koppel, Szabo, Rogers None Goldman, Sorensen None APPROVED: Isl Dorothy Cornelius Isl Barbara A. Rogers City Clerk Mayor, city of CUpertino G\reports\pubcontl Contract No. cu g J -11 AGREEIYIENT 'Ihis Agreement is made and entered into this 16th day of August , 19_g_o__, by and between the City of cupertino, a municipal corporation (hereinafter "CITY" and Project Match, a non-profit corporation (hereinafter "CORPORATION"). WITNESS Elli WHEREAS, CITY has received a Cormnunity Development Block Grant (hereinafter "CDBG") funds through a Joint Powers Agreement with Santa Clara County, which is an Urban County entitled to CDBG funds from the Federal Deparbnent of Housing and Urban Development. WHEREAS, CITY has agreed to allocate a portion of its CDBG funds to CORPORATION as a sub-recipient for housing-related activities within the CITY which shall prlinarily benefit low and moderate income households. NOW, THEREFORE, the parties agree as follows: I. PROGRAM CITY agrees to allocate to the CORPORATION one hundred ninety dollars and forty eight cents ($190.48) per matched cupertino resident, not to exceed the sum of four thousand dollars ($4,000) in CDBG funds for the purpose of implementing the housing program (hereinafter "PROGRAM") as more particularly described in Exhibit "A" (Program Description) , Exhibit "B" (Project Work Plan) , Exhibit "C" (Proposed Implementation Time Schedule), and Exhibit "D" (Project Budget). II. TERM 'Ihe term of this Agreement shall begin on July l, 1990 and shall terminate on the earlier of June 30, 1991, or the date of the expenditure of the total grant amount provided for herein, or upon the termination date established pursuant to Section V or Section VII. -1- III. OBLIGATIONS OF C'ORPORATION A. Organization of C'ORPORATION. C'ORPORATION shall: 1. Provide CITY with: a. Its Articles of Incorporation under the laws of the State of california; b. A copy of the current Bylaws of C'ORPORATION; c. Documentation of its Internal Revenue Service non-profit status; d. Names and addresses of the current Board of Directors of C'ORPORATION; and, e. An adopted copy of C'ORPORATION' s personnel policies and procedures and approved affinnative action plan. 2. Report any changes in C'ORPORATION' s Articles of Incorporation, Bylaws, Board of Directors, personnel policies and procedures, affinnative action plan, or tax exempt status immediately to PROSRAM MANAGER. 3. Maintain no member of its Board of Directors as a paid employee, agent or subcontractor under this Agreement. 4. Open to the public all meetings of its Board of Directors, except meetings, or portions thereof, dealing with personnel or litigation matters. 5. Keep minutes of all its regular and special meetings. 6. Comply with all provisions of california Non-Profit Corporation Law. B. Program Performance by C'ORPORATION. C'ORPORATION shall: 1. Conduct the PROGRAM within the City of cupertino for the purpose of benefiting low and moderate income households. 2. File quarterly narrative reports with the CITY on the types and numbers of services rendered to CUpertino beneficiaries through the operation of the project, 'Which reports shall evaluate the manner in which the project is achieving its goals according to standards established by CITY. The reports shall be due within ten (10) working days of the end of each quarter and shall cover the quarter innnediately preceding the date on 'Which the report is filed. Said reports shall be made on forms approved by CITY. -2- 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 such award, inform CITY within ten days. 5. Include an acknowledgement of CITY funding and support on PROGRAM stationery and on all appropriate publicity and publications using words to the effect: "funded in whole or part by City of CUpertino Cormnunity Development Block Grant Funds." C. Fiscal Responsibilities of OORPORATION. OORPORATION shall: 1. Appoint and submit the name of a fiscal agent who shall be responsible for the financial and accounting activities of OORPORATION, including the receipt and disbursement of OORPORATION funds. The CITY shall immediately be notified in writing of the appointment of a new fiscal agent and that agent's name. 2. Establish and maintain an accounting system that shall be in conformance with generally accepted principles of accounting. The accounting system shall be subject to review and approval of CITY. 3. Document all PROGRAM costs by maintaining records in accordance with Section III, Paragraph D below. 4. submit on a quarterly basis, within ten (10) working days of the end of the quarter, a reimbursement request containing a summary statement of expenditures and revenue for the quarter .innuediately preceding the date on which the report is filed and cumulative totals from the effective date of this agreement. Said reports shall be made on forms approved by CITY. 5. submit for approval by CITY any lease agreement either contemplated or in effect. 6. Certify insurability subject to CITY approval as outlined in Exhibit "E" (Insurance). 7. If applicable, submit an indirect cost plan to CITY for approval. 8. Items 1 through 7 are express conditions precedent to any CITY funding and failure to comply with these conditions will, at discretion of CITY, result in suspension of funding or termination of this Agreement. -3- 9. C'ORPORATION is liable for repayment of all disallowed costs. Disallowed costs may be identified through audits, monitoring or other sources. C'ORPORATION shall be required to respond to any adverse findings which may lead to disallowed costs. The CITY shall make the final determination of disallowed costs, subject to provisions of OMS Circular A-122, "Cost Principles for Non-Profit Organizations." D. Establishment and :Maintenance of Records. C'ORPORATION shall maintain complete and accurate records of all its transactions including, but not limited to, contracts, invoices, time cards, cash receipts, vouchers, cancelled checks, bank statements, client statistical records, personnel, property and all other pertinent records sufficient to reflect properly (1) all direct and indirect costs of whatever nature claimed to have been incurred or anticipated to be incurred to perf onn this Agreement or to operate the PROSRAM, and (2) all other matters covered by this Agreement. E. Preservation of Records. C'ORPORATION shall preserve and make available its records: 1. until the expiration of three years from the date of final payment to C'ORPORATION under this Agreement; or 2. for such longer period, if any as is required by applicable law; or, 3. if this Agreement is completely or partially tenninated, the records relating to the work tenninated shall be preserved and made available for a period of three years from the date of tennination. F. Examination of Records; Facilities. At any time during normal business hours, and as often as may be deemed necessary, C'ORPORATION agrees that HUD and the CITY and/or any duly authorized representatives may until expiration of (1) three years after final payment under this Agreement, (2) three years from the date of tennination of this Agreement, or (3) 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 Agreement or the operation of the PROSRAM, and all its records with respect to the PR08RAM and all matters covered by this Agreement. C'ORPORATION also agrees that CITY or any duly authorized representatives shall 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 PR08RAM and matters covered by this Agreement. C'ORPORATION will be notified in advance that an audit will be conducted. C'ORPORATION 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. -4- G. Compliance with raw. CORPORATION shall become familiar and comply with and cause all its subcontractors 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 shall comply with the requirements and standards of OJ'.'.18 Circular No. A-122, "Cost Principles for Non-Profit Organizations" and the following attachments to OMB Circular No. A-110: 1. Attachment A, "cash Depositories," except for Paragraph 4 concerning deposit insurance; 2. Attachment B, "Bonding and Insurance;" 3. Attachment c, "Retention and eustodial Requirements for Records;" 4. Attachment F, "Standards for Financial Management Systems;" 5. Attachment H, "Monitoring and Reporting Program Performance," Paragraph 2; 6. Attachment N, "Property Management Standards, " except for Paragraph 3 concerning the standards for real property; and 7. Attachment o, "Procurement Standards." IV. OBLIGATIONS OF CITY A. Method of Payment. During the term of this Agreement, CITY shall reimburse CORPORATION for all allowable costs and expenses incurred in connection with the PROGRAM at a rate of one hundred ninety dollars and forty eight cents ($190.48) per matched CUpertino resident, not to exceed the total sum of four thousand dollars ($4,000), except that city may, at any time in its absolute discretion, elect to suspend or terminate payment to CORPORATION, in whole or in part, under this Agreement or not to make any particular payment under this Agreement based on CORPORATION's non-compliance, including, but not limited to, incomplete docmnentation of expenses, failure to submit adequate progress reports as required herein or other incidents of non-compliance as described in Section V, Paragraph B, of this Agreement or based on the refusal by CORPORATION to accept any additional conditions that may be imposed by HUD at any time, or based on the suspension or tennination of the grant to CITY made pursuant to the Housing and Community Development Act of 1974, as amended. -5- v. mNTRAcr mMPLIANCE A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROGRAM perfonnance shall be the mutual responsibility of both CITY and mRPORATION. mRPORATION shall furnish all data, statements, records, infonna.tion and reports necessary for PRcx;RAM MANAGER to monitor, review and evaluate the perfonnance of the PRcx;RAM and its components. CITY shall 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. Upon receipt by CITY of any infomation that evidences a failure by mRPORATION to comply with any provision of this Agreement, CITY shall have the right to require corrective action to enforce compliance with such provision. Areas of noncompliance include but are not limited to: 1. If mRPORATION (with or without knowledge) shall have made any material misrepresentation of any nature with respect to any information or data furnished by CITY in connection with the PROGRMl. 2. If there is pending litigation with respect to the perfonnance by mRPORATION of any of its duties or obligations under this Agreement 'Which may materially jeopardize or adversely affect the undertaking of or the carrying out of the PRcx;RAM. PROGRAM approval. 3. If mRPORATION shall have taken any action pertaining to the 'Which requires CITY approval without having obtained such 4. If mRPORATION is in default under any provision of this Agreement. 5. If ffiRPORATION makes improper use of CITY funds. 6. If CORPORATION submits to CITY any report 'Which is incorrect or incomplete in any material respect. c. Corrective Action Procedure. CITY in its absolute discretion and in lieu of innnediately tenninating this Agreement upon occu:rrence or discovery of noncompliance by CORPORATION under this Agreement, shall have the right to give CORPORATION notice of CITY'S intention to consider corrective action to enforce compliance. SUch notice shall indicate the nature of the noncompliance and the procedure 'Whereby CORPORATION shall have the opportunity to participate in formulating any corrective action recommendation. CITY shall 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. Thereafter, CITY shall forward to CORPORATION specific corrective action recommendations and a detailed timetable for implementing these recommendations; -6- such timetable shall allow OORPORATION not less than five (5) nor more than thirty (30) days to comply. Following implementation of the corrective actions, OORroRATION shall forward to City, within the time specified by City, any documentary evidence required by City to verify that the corrective actions have been taken. In the event that OORPORATION does not implement the corrective action reconnnendations in accordance with the corrective action timetable, CITY may suspend payments hereund.er or tenninate this Agreement. D. Tennination for cause. Notwithstanding anything to the contrary contained in the foregoing, CITY may tenninate this Agreement by written notice to OORroRATION, if any of the events of noncompliance listed in Section V, Paragraph B, occur or are discovered, if OORPORATION does not implement any reconnnended corrective action, if OORPORATION is in bankruptcy or receivership, if a member of the OORPORATION' s Board of Directors, the Executive Director or other administrative staff person is the subject of investigation for wrongdoing, or if there is reliable evidence that OORPORATION is unable to operate the PROGRAM. Tennination und.er this section shall be effective on the date notice of tennination is received or such later date as may be specified in the notice. VI. PROGRAM COORDINATION A. CITY: The Housing and Services Coordinator, or his/her designee, shall be the Program Manager for the CITY and shall monitor progress and perfonnance of this Agreement for CITY. The Program Manager shall be responsible for all services agreed to be performed by CITY. B. CORroRATION: A single Program Director who shall have overall responsibility for the progress and execution of this Agreement shall be assigned. Should circrnnstances or conditions subsequent to the execution of this Agreement require a substitute or replacement Program Director, OORPORATION shall inmi.ediately notify CITY or such occurrence. Program Director and OORPORATION staff will cooperate fully with CITY in fulfillment of this Agreement. -7- C. Correspondence: All correspondence and notices required by this Agreement shall be sent to the parties at the following address: CITY: CORPORATION: Housing and Services Coordinator Department of Community Development City of CUpertino 10300 Torre Avenue CUpertino, california 95014 Arlyne June Name Executive Director Title Project Match Name of Corporation 1671 Park Avenue, Room 21 Address San Jose, CA 95126 All notices shall either be hand delivered or sent by United states mail, registered or certified, postage prepaid. Notices given in such a manner shall be deemed received when hand delivered or seventy-two (72) hours after deposit in the United states mail. Any party may change his or her address for the purpose of this section by giving five (5) days written notice of such change to the other party in the manner provided in this section. VII. TERMINATION A. In addition to CITY's right to terminate for cause set forth in section V, either CITY or CORPORATION may suspend or terminate this Agreement for any reason by giving thirty (30) days prior written notice to the other party. Upon receipt of such notice, perfonnance of the services hereunder will be immediately discontinued. B. Upon termination, either under this section VII or Section V, CORPORATION shall: 1. be paid for all documented services actually rendered to CITY to the date of such termination; provided, however, CITY shall be obligated to compensate CORPORATION only for that portion of CORPORATION'S services which are allowable costs and expenses as determined by an audit or other monitoring device; -8- 2. turn over to CITY innnediately any and all copies of studies, reports and other data, whether or not completed, prepared by CORPORATION or its subcontractors, if any, in connection with this Agreement. such materials shall become property of CITY. CORPORATION, however, shall not be liable to CITY's use of incomplete materials or for CITY's use of completed documents if used for other than services contemplated by this Agreement; and 3. transfer to the CITY any moo funds on hand and any accounts receivable attributable to the use of moo funds. All assets acquired with moo funds shall be returned to the CITY. c. Upon termination of this Agreement, CORPORATION shall innnediately provide CITY access to all documents, records, payroll, minutes of meetings, correspondence and all other data pertaining to the moo funds granted to CORPORATION pursuant to this Agreement. VIII. PURCHASING REAL OR PERSONAL PROPERI'Y A. Title to Personal Property. Title to any personal property used in connection with the project shall vest as follows: 1. Personal property donated or purchased with other than CITY moo funds shall become the property of CORPORATION or person specified by the donor or funding source; otherwise the same shall become the property of CITY except for property and equipment as described in 2. 2. Personal property and equipment pe:nnanently affixed to building owned by CORPORATION shall become the property of CORPORATION. 3. All other personal property, supplies and equipment purchased pursuant to this Agreement and not consumed shall become property of CITY. B. Non-Expendable Property. Non-expendable property purchased by CORPORATION with funds provided by CITY, with a purchase price in excess of One Hundred Dollars ($100), must be approved in advance in writing by CITY. CITY shall retain title to said property. If a PROGRAM will be continued beyond termination of this Agreement, CITY at its option, may revert title to CORPORATION. c. Purchase of Real Property. None of the funds provided under this Agreement shall be used for the purchase of real property, unless CITY approves such purchase in writing containing any conditions to the CITY deems appropriate prior to the time CORPORATION finalizes such purchase. Approval of any such contract or an option to purchase shall be processed through the PROGRAM MANAGER. -9- D. Security Document. As a condition precedent to CITY releasing funds for the purchase of real property or an option to purchase real property, mRPORATION shall prepare and execute a promissory note, deed of trust or other Agreement restricting the use of said real property for purposes consistent with this Agreement, HUD and CDBG requirements. IX. PR.OGRAM INCDME Income generated by the PR.OGRAM shall be retained by CORPORATION. such income shall be used to reduce the monthly request for funds under this Agreement and for the same purposes and activities described in Exhibit A. All provisions of this Agreement shall apply to the use of PROGRAM income for such activities. X. INDEPENDENT CONTRACIOR This is an Agreement by and between independent contractors and is not intended and shall 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 subcontractors, shall not have any claim under this Agreement or otherwise against CITY for any Social Security, Worker's Compensation, or employee benefits extended to employees of CITY. XI. ASSIGNABILITY A. This Agreement ma.y not be assumed nor assigned to another corporation, person, partnership or any other entity without the prior written approval of CITY. B. None of the work or services to be perfonned hereunder shall 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 least ten days prior to the proposed effective date. In the event CITY approves any such assigmnent, delegation or subcontract, the subcontractors, assignees or delegates shall be deemed to be employees of CORPORATION, and CORPORATION shall be responsible for their performance and any liabilities attaching to their actions or omissions. -10- XII. DISCIDSURE OF mNFIDENTIAL CLIENT INFORMATION CITY and mRPORATION agree to ma.intain the confidentiality of any infonnation regarding applicants for services offered by the PROGRAM pursuant to this Agreement or their inunediate families which ma.y be obtained through application fonns, questionnaires, interviews, tests, reports from public agencies or counselors, or any other source. Without the written pennission of the applicant, such infonnation shall be divulged only as necessary for purposes related to the performa.nce or evaluation of the services and work to be provided pursuant to this Agreement, and then only to persons having responsibilities under this Agreement, including those furnishing services under the PROGRAM through approved subcontracts. XIII. HOID HARMLESS In addition to the indemnity set forth in Exhibit "E", mRPORATION shall indemnify and hold CITY, its officers, employees and elected officials, boards and commissions, harmless with respect to any damages, including attorney's fees and court costs, arising from: A. the failure of the PROGRAM to comply with applicable laws, ordinances, cod.es, regulations and decrees, including without limitation those set forth in Exhibit "F"; or, B. any negligence or omission arising out of any work or services provided by Q)RPORATION, its officers, employees, agents or subcontractors under the PROGRAM or this Agreement. XIV. WAIVER OF RIGHI'S AND REMEDIES In no event shall any payment by CITY constitute or be construed to be a waiver by CITY of any breach of the covenants or conditions of this agreement or any default which ma.y then exist on the part of mRPORATION, and the making of any such payment while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to CITY with respect to such breach or default. In no event shall payment to Q)RPORATION by CITY in any way constitute a waiver by CITY of its rights to recover from mRPORATION the amount of money paid to mRPORATION on any item which is not eligible for payment under the PROGRAM or this Agreement. -11- X:V. NONDISCRIMINATION In connection with the perfonnance of this Agreement, C'ORPORATION assures that no person shall be subject to discrimination because of sex, race, religion, ethnic background, sexual preference, age, handicapped status, or union activity. x:vI. AMENDMENTS Amendments to the term or conditions of this Agreement shall be requested in writing by the party desiring such amendment, and any such amendment shall be effective only upon the mutual Agreement in writing of the parties hereto. x:ilII. INTEX;RATEO DOCUMENT This Agreement contains the entire Agreement between CITY and C'ORPORATION 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. x:vIII. MISCELLANEDUS A. The captions of this Agreement are for convenience of reference only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Agreement. B. All exhibits attached hereto and referred to in this Agreement are incorporated herein by this reference as if set forth fully herein. -12- IN WITNESS WHEREOF, the parties have executed this Agreement in duplicate the day and year above written. By -13- ...--· .r . 'EX.HIDrr A CIT'l Ol· CUPER.rnJO roMMUNrIY DEV.fil..DPMfN.l' filDCK GIWll' Pl~ .. . .. .AP"J?LICM-;'i, O!:GANIZA.TION: N.l\:"Z. . Project Match, ,Inc. ADOKCSS 1671 Park Avenue, Room 21, Sa.nJose, California 95126 Kl\.v.E_ Arlyne June TITIZ_J~x=e-=c u"-'t'-'-i..:..ve--=;..;.;-~'-7!'--.....,..-1-----PtlONE NO. ( 4 08) 2 8 7 -7121 SIGNl~V1i.E ______ --1__,~,.....,~_.__..,.~·~'-·-t·~·----~--~~------------------ j~V.00!'.T OF CUPEID'INO .OJP.C FUNDS RmUESl'ED: AiVCXJ,'\fr OF OXJN'I'Y CQVJPEI'ITIVE POOT .. 0)00 FUNDS ~: 011fEi< FUNDS RB:!UESTID OR AN.I'ICIPATED: 'IOI'AL PRO.JEX:[' BUCGEr: PROTICT' $ 4,000 $ 51,000(total for all ~YE!'~ $17 l ,j390 $ 4,poq~cupertino budget ~22,890 Total budget Countywide DESQUPI'ION: ----~--------------------------------------------- Project Match proposes to provide shared housing for 21 Cupertino resjdents, the majority of whom are low income seniors. We also propose to assess and evaluate in personal interviews 11t least 36 Cupertino residents with housing problems. By-bringing together through a careful process; '1seekers"· and "providers" of housing, the program has the dual benefits of creating affordable housing and preventing institutionalization of elderly ho~eowners and renters. The program has a satellite office in the Cupertino Senior Center. letters\ cx:U:g *Because the City is changing this grant to a performance based contract to be paid on a cost per match basis, no goals for intakes will be projected each qua~ter. The goals for numbers of matches per quarter will re.main· the saine. ,. ') AGENC'f NA:-1.E: Project Match, Inc. ' PROJ!::':C'i WORK PLl\.N SIX'tf:'r:;NJ.,ti PROG~~1·t Yi:'A.H -FY 90;91 ---------· -__________ ., ___ ---- p ROJ ECT i:JA:·l.E: ~en ~9_.c_ Ci ~~~en_ S_har~~-Ho~~~-~~ -Cupertino Component --,..---·-·--------------· ------------ Responsible Staff Person{s) and Approximate Perc~ntage of Time Allocat~d t6 Activity Activity for Period Julv l -September 30 (Q~arterly, -3 mo. period) ) .. ., Products or Milestor for Qua r tee· ------~-----_______________________ _, ____ ._ _________________ _ Arlyne June {4 hours month) Administrative support Bonnie Shapiro (16 hours} Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino ~lients). other Housing Match Staff (l.8%) .. Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide.shared housing matches for providers and seekers who are Cupertino residents. *Because the City is changing this grant to a performance based contract to be paid on a cost per match basis, no goals for intakes will be projected each quarter. The goals for numbers of matches per quarter will re.main the saine. . . Interview and assess 9 Cupertino residents. --- Provide shared housing matches for 5 Cupertino residents. - ) AGE~.;cy N.~:·E: Project Match, Inc. -.) PROJ!:::CT Y-i'Of:.K PL.AN sr:x:n:~;NTti PROC~~~H Y1'7':\R -FY 90/31 --------·----. . .. ---~----... -··-------- PROJEC'I' ~'-IA'.·C: Senior Citizen Shared Housing -Cupertino Component Responsible Staff ?erson(s) and A -~roxi~~~~ Pe·c~n~~-~ o= T1-·r~ .t:.J ~ • -·~'.-'._ -L .._ "--':.,i -J.. I -Allocat~d to Activity . · 1 --..... ----------··-· --------·. ·-. -- ' Activity for Period October 1 -December 31 (Qlla rte t~Ty;·"J-~c;·;-p~r i cc~> -4'.•tj.t...•I.. ... --: · ----- Products or Miles: for.: Qua~ tee ----·--------------·-------· -------·------ Arlyne Jure (4 hours month) Administrative support Bonnie Shapiro (16 h0urs} Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to ~atch Cupert~no cljents). other Housing:Match Staff (1.8:)~ Interview, assess and counsel housing providers and seekers who are Ctspert i no residents, Provide shared housing ~atches for providers and seekers who are Cupertino residents. *Because the City is changing this grant to a performance based contract to be paid on a cost per match basis, no goals for intakes will be projected each quarter. The goals for numbers of matches per quarter will re.main the saine. · · Interview and assess 9 Cupertino residents. Provide shared housing matches for 5 Cupert i residents. - .. ) AGENC'f.N,\:t..=:: Project Match, Inc. P RO.Jt:C'"l' t;C1RK PLAN srxH:~.t~'?h PROC-~:i:,}~ Yi?AR -Fx 90;91 ---------------· --------...-- PR0JEC'r i-J . .;:-u::: -~nior_C.itiz_s=n SJ1argd.J:l.o_u_sing _-__ Cup§!ti.no Component ---------------------------- Responsible Staff ?erson(s) and Approximat~ Peccent~s~ of Time Al~ocat~d :to Activity Activity for Period January 1 -Marc~ 30 (QL1~(tecfy-;-·"3-ffio-:Per ioc~) LAU L:./L l !I ) Products oc Milest fot Q"Jactec --------------------------------· ----------·---------·-------------= ----~-·--·-- Arlyne Jur.e (4 hours month) Administrative support Bonnie Shapiro (16 hours) Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino Glients}. other Housi~g Match Staff (1.8%) Interview, assess and counsel housing providers and seekers who are Cu~ertino residents, Provide shared housing matches for providers and seekers who are Cupertino residents. *Because the City is changing this grant to a performance based contract to be paid . 1 '. on a co.st per. match basis, no goals for intakes will __ b~. project~d each quar:ter. \ The goals for numbers of matches per quarter will remain~the same. Interview and assess 9 Cupertino residents. ~~ Provide shared housing matches for 5 Cupert i residents. - ) AG£NCY NAY..£: __ fr_:_~J~~t Match, Inc. \ P RO.J !::Cf' 'riO ~K P f.t.,J.{ SIXTE'~;~J:'i:i PROC?-.A.:1 Yi.'t..t{ -F'f 90;91 P RUJ ECT i.'iA:-4.£: Senior Citizen Shared Housing -Cupertino Component --· ---· --,_ -------------· ------ Resp•Jnsible St:1(f Pc:::s.on(s) an;:l A~3coxim3~e Percent~=~ of Ti~e .. ~-J All,ocatt?d to Activity. -----------------~ -----------------· -. ··--. --·· - Arlyne June (4 hours month) Administrative support Bonnie Shapiro (16 hours) Satellite office counselor (1 day a month at satellite office other ti~e is at main office working with other counselors to match Cupertino clients). other HoGsing MaEch Staff (1.8:) -·-; Activity foe Period . fill.r.iL !_:._J_~!1~_ 3_q_. _____ _ (Quartetly, 3 mo. perio~) Interview, assess and counsel housing providers and seekers who are C0pertino residents, Provide shared housing matches for providers and seekers who are Cupertino residents. *Because the City is changing this grant to a performance based contract to be paid on a cost per match basis, no goals for intakes will be projected each quarter. The goals for numbers of matches .P~]'."_ guarter will remain the same. . . t.Xiilb it i;S ' l ProJu~ts or Miles fot Q~artec Interview and assess 9 Cupertino residents. Provide shared housing matches for 6 Cuperti residents. - L:.,'.n.!.D.1..1. 1... ~OJECT N.AHE Senior Ci_tiz~ _ _?hared Housing -Cup1. \ ino Compor AG f :--~:~:-·{ h: __ Project _Match_, __ 1nc._ ---·--------------·---- Fi.sc2i Yea, FX 90:9L P rog ro:;,, Y::c. r ____ 1.6 ___ .. ---· Oa te Pre: pa red December ~1989 Ag., ency Di re.: toL' '._Arlyn~ Ju_ne Project /"~nager Arlyne June __ _ ,t T~ c'etai1 th~ r..a]or-ac-ti~itfes. t-;;-be-~;dert2k.en to i"r.;pler.;ent the project and the scheduled tir..e they,w!ll begin :n::f~-- :i let ed. On~ e 2 .2._p_r~:::_e-~, p__r_sij~ c.!_s__~_!_"JJ ___ ~~ ~ __ lc_s _:_!_y _ _r:::?_'.1 i _!_O c~~ d·.i ri ng _ _J3£J_~;-:;e n tat ion a c _s:o rd i r. g to this t k-~: s c he du 1 -: • --------------------------~-------·- Ti r le of :..::i•T.:~ie3 7 i 5: ' b; 3 l 9 ----------··-----I--~------~-, -_----,-.. ---- -------------·--·-;-· -- --------- Personal Interviews & Assessments of Cupertino re?idents Cupertino residents placed in shared housing 3 3 1 2 M End· ;~-~---_IJ_J~ l --~ 1D0 LJ 2131 - 3 3 3 3 2 2 2 1 1/JJ _ _1./_28 1n1 ~4/30 ~ ·. 5__LJ 1 3 3 3 3 3 3 ' :: . 1 2 2 2 2· 2 : _, ·• thT"S"?r;j~c·t·-s,;-1~.c-o;"f~)~c~;,-;·--{nt_o_t&e :Jn-g.Jir.g •,.;.)rklc.:d of the applicant and successfully be Tmple;;-.-:nted according to this ' 1 • ., i. -~ v No --'-·t~j o;: ... ,~. --.--· .... • .... ! c A-ic.rr.""'·.-·--A r • _,, ~ -·J C!:•t. -· '-1· --Title; ~~~~~~~~~~~~~~~~ *Because the City is changing this grant to a performance based contract to be paid on a cost per match basis, no goals for intakes will be projected each quarter. The goals for numbers of matches per quarter will remain the same. - . Date ~-~~~~~~- PROJECT BUOGJ!T SIX'rEEN'rH PHOG.HJ\.M YEAH -FY 90/91 AGENCY NAME: Project Match, Inc . . PROJECT NAME: Senior Citizen Shared Housing (Cupertino Component) LINE l'l'EM SALARIES ----- Personnel BenefTts OFFICE EXPENSE Rent Telephone Postage Printing Supplies Travel Utilities Equipment Dues and Subsc. Other ~~~--~~---- OTHER l:!XPENSES ' ,• .. . r Accounting Services I ' Contract Services Insurance · Conference's'.'. ,. Mi~celJ.aneous Other ~~~~--~--~- 'l'O'rAL · :>uclgct. trn. rev.ll;U~ 1990 BUDGET 3,100 420 280 200 .. ., 4,000 EXHIBIT E Insurance And Indemnity Requirements Indemnity: Corporation agrees to indemnify and save hannless the city of cupertino, its officers, employees and elected officials, boards and conunissions from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of the Corporation's perfonnance under this Agreement, including the Corporation's failure to comply with or carry out any of the provisions of this Agreement. Insurance: Corporation shall take out prior to commencement of the perfonnance of the tenns of this Agreement, pay for, and maintain until completion of this Agreement, the following types of Policies. These Policies must cover at least the following, which are mini.mum coverages and limits. I. Comprehensive General Liability Insurance including the following: A. Premises Operations (including completed operations, if the exposure exists). B. Broad Fonn Blanket Contractual. c. Personal Injury coverages A, B and c, delete exclusion "C". 1. All coverages must have a mini.mum of $500, 000 Combined Single Limit. II. Comprehensive Auto Policy to cover: A. Non-owned. B. Hired Auto. 1. These coverages must have a mini.mum of $500,000 Combined Single Limit for bodily injury and property damage. III. Errors or Omissions coverage for attorneys and paralegals with a mini.mum limit of $500,000 per occurrence Combined Single Limit with no more than $1,000 deductible per occurrence (where scope of services provides for attorneys and paralegals. ) IV. Medical Malpractice Insurance: Minimum limits of $500,000 per occurrehce with no greater deductible than $1,000 per occurrence. This is to cover all medical staff associated with the Corporation, such as, but not limited to, doctors, nurses, and paramedicals (where scope of services provides for medical staff. ) V. Workers Compensation: Coverage with the statutory limit of liability and $1,000,000 employer's liability. Endorsements: On all required insurance the following endorsements must be a part of each Policy. A. 'Ihe city of CUpertino, its officers and employees, and agents are to be additional insured. B. Thirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of CUpertino. c. 'Ihe insurance policies must be endorsed to show that they are primary, and any other valid and collectible insurance the city of CUpertino may have will be excess only. D. All insurance policies must be satisfactory to the City of CUpertino. misc/contracts .. RESOWI'ION NO. 8188 A RESOWr!CN OF 'IHE crrY OJUNCIL OF 'IHE CITY OF a.JPERrINO ~ $100,000 Fm-I 'IHE SENIORS ANO HANDICAPPED lDOSmG FUND 'ro '!ID AC'CXXJNI'S FOR $~0, 000 FOR 'Iw:::> GROUP HCME PROJECl'S '.ro BE DE.VEI.DPED BY HOUSING FOR INDEl?ENDENI' PEOPLE IN COOPERATION WI'IH ~ MATOI ANO 'IHE HIL FOUNDATION WHERFAS, developnent of affordable rental units for low-~ senior citizens an:l disabled persons will enable the City to help iooet its assisted housirq goals, as described in the Housirq Eleirent of the General Plan; rurl WHEREAS, the proposals fran Housirq for Irx:lepenjent People maet the guidelines for CDBG :furrlirq as well as those of the Seniors an:1 Han:ilcapped Housing Fundj an:1 WHEREAS, on May 21, 1990 the City Council approvoo allocation of $100,000 in Q)EG fUn:1s from the seniors an:l Han:licapped Housing F\lrd to be use:l far developrent of the Project Match group hc:aoo ( $50, ooo) an:1 the filL Fourrlation group hone ($50,000); NOW, 'IHEREFORE, BE IT RESOLVED that the City Council approves the transfer of $100,000 from CU 90-11 Seniors/Han:ticapped Hous.iN;J Furd to aJ 91-13 HIP/Project Match Group Harre ($50,000) an:l CU 91-14 .HIP/HIL Fourilation Group Harre ($50,000); an:l BE IT FURIHER RESOLVED that the City Council requests the County of Santa Clara to repro:Jram the fun::ls as in::ticated on the attadled Transfer COntrol Record. PASS.ED AND AOOPI'ED at a regular zooeting of the City Council of the City of CUpertino this 6th day of August , 1990, by the following vote: Vote Members of the City council AYES: Koppel, Szabo, Rogers NOES: None ABS.ENI': Goldman, Sorensen ~: None ATrEST: APPFDVED: Is/ Dorothy Cornelius City Clerk Attachm:mt: Transfer Control Record G\reports\reprCXJl\ Isl Barbara A. Rogers Mayor, City of CUpertino . ... ,.~ ... ·. 1 I{)~ 0 1 J 1 ~ ~' "0 Project Match Home Contract No. ___ _ AGREEMENT 'lhis Agreement is made and entered into this 27th day of Dec. , 19-2.Q_, by and between the City of CUpertino, a municipal corporation (hereinafter "CITY" and Housing For Independent People, a non-profit corporation (hereinafter "CX>RPORATION"). WITNESSEIH WHEREAS, CITY has received a Connnunity Development Block Grant (hereinafter "CDBG") fUnds through a Joint Pow'ers Agreement with Santa Clara County, which is an Urban County entitled to CDBG funds from the Federal Department of Housing and Urban Development. WHERE.AS, CITY has agreed to allocate a portion of its <DBG funds to CX>RPORATION as a sub-recipient for housing-related activities within the CITY which shall primarily benefit low and moderate income households. NCM, 'IHEREFORE, the parties agree as follows: ) I. PROGRAM CITY agrees to allocate to the CX>RPORATION the sum of fifty thousand dollars ($50,000) in <DBG funds for the purpose of inplementing the housing program (hereinafter "PROGRAM") as more particularly described in Exhibit "A" (Program Description), Exhibit "B" (Project Work Plan), Exhibit "C" (Proposed Implementation Time Schedule), and Exhibit "D" (Project Budget). II. TERM 'Ihe term of this Agreement shall begin on July l, 1990 and shall terminate on the earlier of June 30, 1991, or the date of the expenditure of the total grant amount provided for herein, or upon the termination date established pursuant to Section V or Section VII. -1- III. OBLIGATIONS OF CORPORATION A. Organization of CORPORATION. CORPORATION shall: 1. Provide CITY with: a. Its Articles of Incorporation under the laws of the state of california; b. A copy of the current Bylaws of CORPORATION; c. Doclnnentation 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 and approved affinnative action plan. 2. Report any changes in CORPORATION'S Articles of Incorporation, Bylaws, Board of Directors, personnel policies and procedures, affinnative action plan, or tax exempt status inunediately to PROGRAM MANAGER. 3. Maintain no member of its ·Board of Directors as a paid employee, agent or subcontractor under this Agreement. 4. Open to the public all meetings of its Board of Directors, except meetings, or portions thereof, dealing with personnel or litigation matters. 5. Keep minutes of all its regular and special meetings. 6. comply with all provisions of california Non-Profit Corporation raw. B. Program Performance by CORPORATION. CORPORATION shall: 1. Conduct the PROGRAM within the City of CUpertino for the purpose of benefiting low and mcxierate income households. 2. File quarterly narrative reports with the CITY on the types and rnnnbers of services rendered to CUpertino beneficiaries through the operation of the project, which reports shall evaluate the manner in which the project is achieving its goals according to standards established by CITY. The reports shall be due within ten (10) working days of the end of each quarter and shall cover the quarter irmnediately preceding the date on which the report is filed. Said reports shall be made on fonus approved by CITY. -2- 3. Coordinate its services with other existing organizations providing similar services in order to foster cormnunity 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 such award, infonn CITY within ten days. 5. Include an acknowledgement of CITY funding and support on PROGRAM stationery and on all appropriate publicity and publications using words to the effect: "funded in whole or part by City of CUpertino Community Development Block Grant Funds." C. Fiscal Responsibilities of CORPORATION. CORPORATION shall: 1. Appoint and sub.nit the name of a fiscal agent who shall be responsible for the financial and accounting activities of CORPORATION, including the receipt and disbursement of CORPORATION funds. The CITY shall immediately be notified in writing of the appointment of a new fiscal agent and that agent's name. 2. Establish and maintain an accounting system that shall be in confonnance with generally accepted principles of accounting. The accounting system shall be subject to review and approval of CITY. 3. Document all PROGRAM costs by maintaining records in accordance with Section III, Paragraph D below. 4. SUl:mit on a quarterly basis, within ten {10) working days of the end of the quarter, a reimbursement request containing a summary statement of expenditures and revenue for the quarter immediately preceding the date on which the report is filed and cumulative totals from the effective date of this agreement. Said reports shall be made on fonns approved by CITY. 5. SUJ:mit for approval by CITY any lease agreement either conterrplated or in effect. 6. Certify insurability subject to CITY approval as outlined in Exhibit "E" (Insurance) • 7. If applicable, sub.nit an indirect cost plan to CITY for approval. 8. Items 1 through 7 are express conditions precedent to any CITY funding and failure to comply with these conditions will, at discretion of CITY, result in suspension of funding or tennination of this Agreement. -3- 9. CORroRATION is liable for repayment of all disallowed costs. Disallowed costs may be identified through audits, monitoring or other sources. CORroRATION shall be required to respond to any adverse findings which may lead to disallowed costs. 'Ihe CITY shall make the final detennination of disallowed costs, subject to provisions of GIB Circular A-122, "Cost Principles for Non-Profit organizations." D. Establishment and Maintenance of Records. CORroRATION shall maintain corrplete and acx:mate records of all its transactions including, but not limited to, contracts, invoices, time cards, cash receipts, vouchers, cancelled checks, bank statements, client statistical records, personnel, property and all other pertinent records sufficient to reflect properly (1) all direct and indirect costs of whatever nature claimed to have been incurred or anticipated to be incurred to perf onn this Agreement or to operate the PROGRAM, and (2) all other matters covered by this Agreement. E. Preservation of Records. CORroRATION shall preserve and make available its records: 1. until the expiration of three years from the date of final payment to CORroRATION under this Agreement; or 2. for such longer period, if any as is required by applicable law; or, 3. if this Agreement is completely or partially tenninated, the records relating to the work tenninated shall be preserved and made available for a period of three years from the date of tennination. F. Examination of Records; Facilities. At any time during nonnal business hours, and as often as may be deemed necessary, CORroRATION agrees that HUD and the CITY and/or any duly authorized representatives may until expiration of (1) three years after final payment under this Agreement, (2) three years from the date of tennination of this Agreement, or (3) 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 perfonuance of this Agreement or the operation of the PROGRAM, and all its records with respect to the PROGRAM and all matters covered by this Agreement. CORroRATION also agrees that CITY or any duly authorized representatives shall have the right to audit, examine, and make excerpts or transactions of and from, such records and to make audits of all contracts and sul::x:x>ntracts, invoices, payrolls, records of personnel, conditions of employment, materials and all other data relating to the PROGRAM and matters covered by this Agreement. CORPORATION will be notified in advance that an audit will be conducted. CORroRATION 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 oorne by CITY. -4- G. Compliance with raw. mRPORATION shall become familiar and comply with and cause all its subcontractors 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, mRl?oRA.TroN shall comply with the requirements and standards of OMB Circular No. A-122, "Cost Principles for Non-Profit Organizations" and the following attachments to OMB Circular No. A-110: 1. Attachment A, "cash Depositories," except for Paragraph 4 concerning deposit insurance; 2. Attachment B, "Bonding and Insurance; 11 3. Attachment c, "Retention and CUstodial Requirements for Records;" 4. Attachment F, "standards for Financial Management Systems;" 5. Attachment H, "Monitoring and Reporting Program Perfonnance," Paragraph 2; 6. Attachment N, "Property Management standards," except for Paragraph 3 concerning the standards for real property; and 7. Attachment o, "Procurement standards. " IV. OBLIGATIONS OF CITY A. Method of Pavment. During the term of this Agreement, CITY shall reimburse mRPORATION for all allowable costs and expenses incurred in connection with the PROGRAM, not to exceed the total sum of fifty thousand ($50,000), except that City may, at any time in its absolute discretion, elect to suspend. or terminate payment to mRPORATION, in whole or in part, under this Agreement or not to make any particular payment under this Agreement based on mRPORATION's non-compliance, including, but not limited to, incomplete documentation of expenses, failure to submit adequate progress reports as required herein or other incidents of non-compliance as described in Section V, Paragraph B, of this Agreement or based on the refusal by (X)RPORATION to accept any additional conditions that may be imposed by HUD at any time, or based on the suspension or termination of the grant to CITY made pursuant to the Housing and Community Development Act of 1974, as amended. -5- v. mNTRA.cr C'OMPLIANCE A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROGRAM perfonnance shall be the mutual responsibility of both CITY and OJRPORATION. OJRPORATION shall furnish all data, statements, records, information and reports necessary for PROGRAM MANAGER to monitor, review and evaluate the perfonnance of the PROGRAM and its components. CITY shall 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. Upon receipt by CITY of any information that evidences a failure by OORPORATION to corrply with any provision of this Agreement, CITY shall have the right to require corrective action to enforce corrpliance with such provision. Areas of noncorrpliance include but are not limited to: 1. If mRPORATION (with or without knowledge) shall have made any material misrepresentation of any nature with respect to any information or data furnished by CITY in connection with the PROGRAM. 2. If there is pending litigation with respect to the perfonnance by OORPORATION of any of its duties or obligations under this Agreement which may materially jeopardize or adversely affect the undertaking of or the carrying out of the PROGRAM. 3. If mRPORATION shall have taken any action pertaining to the PROGRAM which requires CITY approval without having obtained such approval. 4. If mRPORATION is in default under any provision of this Agreement. 5. If OORPORATION makes improper use of CITY funds. 6. If OORPORATION submits to CITY any report which is incorrect or incorrplete in any material respect. c. Corrective Action Procedure. CITY in its absolute discretion and in lieu of irrnnediately tenninating this Agreement upon occurrence or discovery of noncorrpliance by mRPORATION under this Agreement, shall have the right to give mRPORATION notice of CITY'S intention to consider corrective action to enforce corrpliance. such notice shall indicate the nature of the noncorrpliance and the procedure whereby OORPORATION shall have the opportunity to participate in formulating any corrective action recommendation. CITY shall have the right to require the presence of mRPORATION's officer(s) and Executive Director at any hearing or meeting called for the purpose of considering corrective action. Thereafter, CITY shall forward to mRPORATION specific corrective action recommendations and a detailed timetable for implementing these recommendations; -6- such timetable shall allCM OORPORATION not less than five ( 5) nor more than thirty (30) days to comply. FollCMing implementation of the corrective actions, OORPORATION shall forward to City, within the time specified. by City, any dcx::umantacy evidence required. by City to verify that the corrective actions have been taken. In the event that OORPORATION does not implement the corrective action recammendations in accordance with the corrective action timetable, CITY may suspem. payments hereunder or tenninate this Agreement. D. Termination for cause. Notwithstanding anything to the contrary contained in the foregoing, CITY may tenninate this Agreement by written notice to OORPORATION, if any of the events of noncompliance listed in Section V, Paragraph B, occur or are discovered, if OORPORATION does not implement any reconnnended corrective action, if OORPORATION is in bankruptcy or receivership, if a ll1el1lber of the OORPORATION' s Board of Directors, the Executive Director or other administrative staff person is the subject of investigation for wrongdoing, or if there is reliable evidence that OORPORATION is unable to operate the PROGRAM. Termination under this section shall be effective on the date notice of tennination is received or such later date as may be specified in the notice. VI. PROGRAM a:x:>RDINATION A. CITY: 'Ihe Housing and Services Coordinator, or his/her designee, shall be the Program Manager for the CITY and shall monitor progress and perfonnance of this Agreement for CITY. 'lhe Program Manager shall be responsible for all services agreed to be performed by CITY. B. OORPORATION: A single Progrant Director who shall have overall respon8ibility for the progress and execution of this Agreement shall be assigned. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute or replacement Program Director, OORPORATION shall innnediately notify CITY or such occurrence. Program Director and OORPORATION staff will cooperate fully with CITY in fulfillment of this Agreement. -7- c. Correspondence: All correspondence and notices required by this Agreement shall be sent to the parties at the follOVling address: CITY: roRPORATION: Housing and Services Coordinator Deparbnent of Connnunity Development City of CUpertino 10300 Torre Avenue CUpertino, california 95014 Al Di.I.udovico Name Executive Director Title Housing For Independent People Name of Corporation 25 Fast Hedding street Address San Jose, CA 95112 All notices shall either be hand delivered or sent by United states mail, registered or certified, postage prepaid. Notices given in such a manner shall be deemed received when hand delivered or seventy-two (72) hours after deposit in the United states mail. Any party may change his or her address for the purpose of this section by giving five (5) days written notice of such change to the other party in the manner provided in this section. · VII. TERMINATION A. In addition to CITY's right to terminate for cause set forth in Section V, either CITY or roRPORATION may suspend or terminate this Agreement 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. B. Upon termination, either under this Section VII or Section V, (X)RPQRATION shall: 1. be paid for all documented services actually rendered to CITY to the date of such termination; provided, h0Y1ever, CITY shall be obligated to conipensate CORPORATION only for that portion of roRPORATION's services which are allowable costs and expenses as determined by an audit or other monitoring device; -8- 2. turn over to CITY imnediately any and all copies of studies, reports and other data, whether or not completed, prepared by CORPORATION or its subcontractors, if any, in connection with this Agreement. such materials shall become property of CITY. CORPORATION, however, shall not be liable to CITY's use of incomplete materials or for CITY's use of completed docmnents if used for other than services conterrplated by this Agreement; and 3. transfer to the CITY any moo funds on hand and any accounts receivable attributable to the use of moo funds. All assets acquired with moo funds shall be returned to the CITY. c. Upon tennination of this Agreement, CORPORATION shall imnediately provide CITY access to all docmnents, records, payroll, minutes of meetings, correspondence and all other data pertaining to the moo funds granted to CORPORATION pursuant to this Agreement. VIII. PUROJASING REAL OR PERSONAL PROPERI'Y A. Title to Personal Property. Title to any personal property used in connection with the project shall vest as follows: 1. Personal property donated or purchased with other than CITY moo funds shall become the property of CORPORATION or person specified by the donor or funding source; otherwise the same shall become the property of CITY except for property and equipment as described in 2. 2. Personal property and equipment permanently affixed ·to building CMI1ed by <X>RPORATION shall become the property of CORPORATION. 3. All other personal property, supplies and equipment purchased pursuant to this Agreement and not consumed shall become property of CITY. B. Non-Expendable Property. Non-expendable property purchased by CORPORATION with funds provided by CITY, with a purchase price in excess of One Hundred Dollars ($100), must be approved in advance in writing by CITY. CITY shall retain title to said property. If a PR.CGRAM will be continued beyond tennination of this Agreement, CITY at its option, may revert title to CORPORATION. c. Purchase of Real Property. None of the funds provided under this Agreement shall be used for the purchase of real property, unless CITY approves such purchase in writing containing any conditions to the CITY deems appropriate prior to the time CORPORATION finalizes such purchase. Approval of any such contract or an option to purchase shall be processed through the PROGRAM MANAGER. -9- D. Security Document. As a condition precedent to CITY releasing funds for the purchase of real property or an option to purchase real property, CDRPORATION shall prepare and execute a promissory note, deed of trust or other Agreement restricting the use of said real property for purposes consistent with this Agreement, HUD and CDBG requirements. IX. PROORAM INCDME Income generated by the PROORAM shall be retained by CDRPORATION. SU.ch income shall be used to reduce the monthly request for funds under this Agreement and for the same purposes and activities described in Exhibit A. All provisions of this Agreement shall apply to the use of PROORAM income for such activities . . X. INDEPENDENT CDNTRACIOR '!his is an Agreement by and between independent contractors and is not intended and shall not be construed to create the relationship of agent, servant, employee, partnership, joint venture or association between CDRPORATION and CITY. CX>RPORATION, including its officers, employees, agents or subcontractors, shall not have any claim under this Agreement or otherwise against CITY for any Social Security, Worker's Compensation, or employee benefits extended to employees of CITY. XI. ASSIGNABILITY A. '!his Agreement may not be assmned nor assigned to another corporation, person, partnership or any other entity without the prior written approval of CITY. B. None of the work or services to be perfonned hereunder shall be assigned, delegated or subcontracted to third parties without the prior written approval of CITY. Copies of all third party contracts shall be suhnitted to CITY at least ten days prior to the proposed effective date. In the event CITY approves any such assignment, delegation or subcontract, the subcontractors, assignees or delegates shall be deemed to be employees of CDRPORATION, and CDRPORATION shall be responsible for their performance and any liabilities attaching to their actions or omissions. -10- XII. DISCI.DSURE OF CONFIDENTIAL CLIENT INFORMATION CITY and CORPORATION agree to maintain the confidentiality of any information regarding applicants for services offered by the PROGRAM pursuant to this Agreement or their innnediate families which may be obtained through application fonllS, questionnaires, interviews, tests, reports from public agencies or counselors, or any other source. Without the written pennission of the applicant, such information shall be divulged only as necessary for purposes related to the performance or evaluation of the services and work to be provided pursuant to this Agreement, and then only to persons having responsibilities under this Agreement, including those furnishing services under the PROGRAM through approved subcontracts. XIII. HOID HARMLESS In addition to the indemnity set forth in Exhibit "E", CORPORATION shall indemnify and hold CITY, its officers, employees and elected officials, boards and cormnissions, hannless with respect to any damages, including attorney's fees and court costs, arising from: A. the failure of the PROGRAM to comply with applicable laws, ordinances, codes, regulations and decrees, including without limitation those set forth in Exhibit "F"; or, B. any negligence or omission arising out of any work or services provided by CORPORATION, its officers, employees, agents or subcontractors under the PROGRAM or this Agreement. XIV. WAIVER OF RIGHTS AND REMEDIES In no event shall any payment by CITY constitute or be construed to be a waiver by CITY of any breach of the covenants or conditions of this agreement 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 shall exist shall in no way impair or prejudice any right or remedy available to CITY with respect to such breach or default. In no event shall 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 PROGRAM or this Agreement. -11- YN. NONDISCRIMINATION In connection with the perfonuance of this Agreement, CDRPORATION assures that no person shall be subject to discrimination because of sex, race, religion, ethnic background, sexual preference, age, handicapped status, or union activity. YNI. AMENDMENTS Amendments to the term or conditions of this Agreement shall be requested in writing by the party desiring such amendment, and any such amendment shall be effective only upon the mutual Agreement in writing of the parties hereto. YNII. IN'I'E3RATED IX>CUMENT '!his Agreement contains the entire Agreement between CITY and CDRPORATION 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. YNIII. MISCELLANEDUS A. 'lhe captions of this Agreement are for convenience of reference only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Agreement. , B. All exhibits attached hereto and referred to in this Agreement are incorporated herein by this reference as if set forth fully herein. -12- IN WI'INESS WHEREDF, the parties have executed this Agreement in duplicate the day and year above written. ~ City Attorney P-« 27 /'ICfO oa"tt I A'ITESI': By Date -13- ('•, ..... --· .. ·' (· L"<.IITDIT A CTI"{ OF OJPEIU'INO CCMMUNT11Y DEVEI..OfM.ENr BLCCK GRANr PRCGRAM PROJECr PROFOSAL CXJVER PAGE APPLICANr ORGANIZATION: NAME 'lloo~:Lng for Independent People, Inc. ADDRESS 25 E. Hedding -Street San Jose, CA 95112 AGENCY orrux::ro1'.\: NAME Al DiLudovico Tm,E Executive Director PHONE NO. (408) 294-97.)6 SIGNA'IURE ,'<.~~,_......, "~i "'1-1.-k C.:--:.-· .. 4 · 711 ,·"' . i ,, ~·v· ' .. :; ur Y.f -f'I (.... ... r.-t.:., , c-o (/' PROJECI' NAME Project Match Home MKXJNT OF aJPERI'INO OJEG FUNDS ~: $ 50, 000 ~---,,,......,,,_,,,.,,,~~~~ AMOUNI' OF COUNTY CCMPEl'ITll/E IUJL OJEG FUNDS R.EQUFSI'ED: $ 5 ,000 ---,'"="',_-,,~~~~-OTHER. FUNDS REOUFS.I'ED OR ANTICIPATED: $ 380 ,000 'IUI'AL PROJEX:r BUJ)'.;EI': s-=l,"""'J'"""s-, -=-o o~o=----- PROJECl' DESCRIPI'ION: ~-----~~----------~--~~--~--~ This is a request fo~ funds to"assist in the acquisition and rehabilitation of a five or six bedroom single family resjo~n~e in Cupertino. The residence will be low-inc~~11c senior citizens. Project Match has been contacted by 42 eligible Cupertino and Saratoga area senior over the past six months seeking housing assistance. This home could offer an independent family style living situation for these seniors. HIP will be responsible for the acquisition of the home and the rehabillitation necessary to provide a quality living environment. Property Management will be provided by HIP to insure the home will remain an asset to the community. Project Match will be responsible for selection of tenants and the coordination of basic landlord tenant management. Project. Match's pas.t experience. with a group living has proy~n,to be a success. The home provides for both companionship and affordability. · · letters\a:ll:g EXHIBrr A CITY OF aJPERTINO CXM1UNITY DEVELOFMENr BLOCK GRANT J?RX;RAM PROJB:T PROFDSAL CXJVER PAGE APPLICANI' OlfuANIZA'TION: NAME Housing for Independent People, Inc. ADDRESS 25 E. Hedding Street San Jose, CA 95112 AGENCY DIRECIDR: NAME Al DiLudovico TI'ILE Executive Director SIGNA'IURE z:;:>z;~<M 4' 21fa-C---- PHONE NO. (408) 294-9756 ;;;:; i}( fh -~~Vr 4:> PROJECI' NAME Project Match Home AMJUNr OF CUPERTINO CTJBG FUNDS RWJEST.ED: $ __ 5.,,...0 .:....,' o~o~o ___ _ AMJUNr OF CDUNI'Y CU1PEl'I'I'IVE POJL CTJBG FUNDS RB;2tJESI'ED: $ 5 ,000 --,,=-=~~----OIHER FUNDS REX2UESTED OR ANITCIPATED: $.__,3_,,.s..,,_o-'-, 0,,...,0,....,0 ___ _ 'I01'AL PROJECI' BU[GET: $_4_3_5..;._, o_o_o ___ _ PROJECI' DESCRIP:r:rON: 6 This is a request for funds to assist in the acquisition and rehabilitation of a five or six bedroom single family residence in Cupertino. The residence will be low-income senior citizens. Project Match has been contacted by 42 eligible Cupertino and Saratoga area senior over the past six months seeking housing assistance. This home could offer an independent family style living situation for these seniors. HIP will be responsible for the acquisition of the home and the rehabillitation necessary to provide a quality living environment. Property Management will be provided by HIP to insure the home will remain an asset to the community. Project Match will be responsible for selection of tenants and the coordination of basic landlord tenant management. Project Match's past experience with a group living has proven to be a success. The home provides for both companionship and affordability. letters\cclbj " • i. - Pr:IOJECT N~ME Project Match, Home: . - P :<OJ £CT ~UM3 ER Responsible Staff Person{s} and ~pproxi~ate Percentage of Ti~~ Allocated to ~stivity . ~ . , . Development: HIP acquisition and rehabil itation Housing Development Director Thom McCue Real Estate Broker Daryl McLeod Project Planner JoAnn Sloan Program: Project Match Program Director Staff Workplan revised 8/90 PROJECT ~ORK PLA....~ 16 TH Program Year 1990-91 ~ctivity for Perioa _...Iuli/Au£./Sent. 1990 ( Q u ~a r t e r 1 y , 3 Ko n th P, i: ri o a j ,_ Research MLS and newspaper for available and appropriate properties View and discuss available properties with Match Director Apply for funding through Cal Housing Rehabilitation Program : . ' No staff time w{ll be paid with CupertinolCDBG funds. Exhibit B ProciJcts~ or Hi leston;s for QiJa rte r ·' . Open Escrow on selected property (120 day minimum) Obtain Preliminary Title Report, app~aisal, work writeups and termite r~port Send completed application to Calif. Dept. Gf Housing & Communi~y Development .~ -._J Pi=IOJ ECT N?.:ic; Project Match.Home· P.::<OJ!:CL' ~l.i.~3ER Rcs~onsible Staff P2rson{s) ~nd Approxi~ate P2rcenta5e of Tira~ Allocated to ~c~ivity ~ Development: HIP acq~isition and rehabilitation Housing Development Director Thom McCue Real Estate Broker Daryl McLeod Project Planner JoAnn Sloan Program: Project Matsh Program Director ; Staff Workpla~ revised 8/90 PROJECT '\.,'Q::ZK PU·~"-f 16 TH Progra~ Year 1990-91 ~ctivity for P2rioa OcL /_Nov. /Dec. 1990: {Cu~rterly, 3 Konth P,2riod) Supervise the projects progress Comply w~th request from state funding source to expedite funding if the project is selected Begin selection of tenants . No staff time.will be paid with Cupertino tDBG funds. Ex'hibit B ! FroC:iJcts' or Hilestones for Quarter .• Get inspections and required certificate for state and Cupertino funding Complete all tasks associated with acqu.isition. Counsel:new residents as needed ... .....: -,_ P~OJ.ECT 1-'.!,:-iC: __Errt_:ip_e_t_ M::i:tC'h · HnmP. P:<O}~~T ~u.'""'.3E:R ~2S?0n5ible Staff Ferson(s) and Apprcxi~ate P2rcenta52 of Ti~~ Allocatea to .!ic;tivity .· . "' Development: HIP acq·uisition and rehabilitation Housing Development Di~ector Thom McCue Real Estate Broker Daryl McLeod Project Planner JoAnn Sloan Property Manager Tyrone Moore Program: Project Match Program Director Staff Workplan revised 8/90 PR.OJ ECT \..':J?,K P Lf.~'f 16 TH Prcgra~ Yaar 1990-91 0ctivit~ for ?eriod Jan~/Feb./Mar. 1991 (Cu:>rterly, 3 Honth F;eriod) 1. S~pervise the projects progress Oversee rehab and property management, Coordinate efforts of rehab with City of Cupertino Selection of tenants Coordinate and counsel r-esidents as needed in the new home No staff time will be paid with Cupertino tDBG fund E"x}iibit B Frocucts' or iii leston~s for: Qua r t er Close escrow Close financial package Get inspections Move in Compat~ble, stable home env.,iroment ... .._, PROJECT NFIME Project:_ J'1ATCH Hfune PROJECT NLlMi3ER Responsible Staff Person(s) and Approximate Percentage of Time _Allocat~d to A~t[vity Director of Operations Kristie Hatten Property Manager Tyrone Moore Program: Project Match Program Director Sta~f PROJECT ~ORK PLAN 16 TH Program Year 1990-1991 Activity for Period Apr I May I June 1991 (Quarterly, 3 Hon~h Period) Oversee internal administrative services and property management Develop all property services, including maintenance, management and repairs Continue to assist residents as needed to insure a compatable living environment Exhibit B Products or Milestones for Quarter All records kept and available in HIP main office. A clean and well cared for appearance to compliment the local community A well cared for and functional group living situation AGENCY~ Housing for Independent Peo"ple Fiscal Year 90/91 Program Year 1990 ~-~----~ Agency Director Al DiLudovico )OJ ECT lUJiE P raj ec t Hatch Home Date Prepared l/"12/90 Project Manager Thomas A. HcCue Exhibi t·\~C.__ __ List in detail.the ~ajor activities to ~e undertaken to impler.ient the project_and the scheduled time they will begin and be :or.ipleted. Orice approved, projects wil1 :be closely monitored during impler.oentation according to this time sc=--.h..:..:e=--·d=-u=-1.:....e=-=-·---~--:-- I•._•-Months End" ., ' of Activities 7/31 8/31 . 9/30 1 0/31 11/10 12/11 1/11 2/28 1111 4/10 sn1 Eh • . ' Acquisition begin. complete• ·~ ; Firm State Funding begin complete ' Commitment 3/90 Appraisals, inspec-' • tions, work write begin tomplet~ ' ' ; ' ups. Complete Rehabili- tat ion begin complete Move in begin completE . --: ; can this proj~ct be incorporated into the ~n-going workload of the applicant and successfully be implemented according to this Schedule? Yes X No __ _ Schedule Approved By: Thomas A. McCue Title: Housing Developrr:ent Director Date· 1/18/90 r Exhibit D PROJECT BUDGET ·': SIXTEENTH P ROGRA.M ·.YEAR -FY 90/91 AGENCY NAME: HIP PROJECT NAME: Project LINE ITEM SALARIES Personnel Benefits OFFICE EXPENSE Rent Telephone Pos.tag.e .. Printing Supplies Travel Utilities Equipment Dues and Subsc. other ..... · OTHER EXPENSES *' Acquisition Rehabilitation Interim Financing Development Costs 'rO'rAr. uuget. tm. rev.11/l:.I~ Match Home .,,, .. 1990 BUDGET $395,000 $ 25,000 $ 10,000 $ 5,000 $435,000 '* Cupertino CDBG monies would be used I for acquisition. This certificate is now on file with the Cupertino Housing Development and specificall) sent to Marilyn Norling. EXHIBIT E Insurance And Indemnity Requirements Indemnity: Corporation agrees to irrlemnify and save harmless the City of cupertino, its officers, employees and elected officials, boards and cormnissions from all suits, actions, claims, causes of action, costs, demands, judgm;mts and liens arising out of the Corporation's performance under this Agreement, includirq the Corporation's failure to comply with or carry out any of the provisions of this Agreement. Insurance: Corporation shall take out prior to carrnre.ncement of the performance of the terms of this Agreement, pay for, and ma.intain until completion of this Agreement, the following types of Policies. These Policies must cover at least the following, which are minimum coverages and limits. I. Comprehensive General Liability Insurance including the following: A. Premises Operations (including completed operations, if the exposure exists) • B. Broad Fann Blanket Contractual. C. Personal Injury coverages A, B and C, delete exclusion "C". 1. All coverages must have a minimum of $500, 000 Combined Single Limit. II. Comprehensive Auto Policy to cover: A. Non-owned. B. Hired Auto. 1. 'Ihese coverages must have a minimum of $500,000 COmbined Single Limit for bcxlily injury and property daniage. III. Errors or Omissions coverage for attorneys and paralegals with a minimum limit of $500,000 per occurrence COmbined Single Limit with no more than $1,000 deductible per occurrence (where scope of services provides for attorneys and paralegals.) IV. Medical Malpractice Insurance: Minimum lbnits of $500, 000 per occurrence with no greater deductible than $1,000 per occurrence. '!his is to cover all med.ical staff associated with the Corporation, such as, but not lllnited to, doctors, nurses, and paramedicals (where scope of services provides for medical staff. ) V. Workers Compensation: Coverage with the statutocy lllnit of liability and $1,000,000 employer's liability. Endorsements: on all required insurance the following endorsements must be a )29,rt of each Policy. A. '!he City of CUpertino, its officers and employees, and agents are to be additional insured. B. 'Ihirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of CUpertino. C. '!he insurance policies must be endorsed to show that they are primary, and any other valid and collectible insurance the City of CUpertino ma.y have will be excess only. D. All insurance policies must be satisfactocy to the City of CUpertino. misc/contracts ,./_/) RFSOil.JTION NO. 7897 A RFSOil.JTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AUTHORIZING EXEOJTION OF AGREEMENTS FOR ALI..OC.i\.TION OF FIFTEENTH YEAR (1989-90) CXlMMUNITY DEVEIOR1ENT BIDCK GRANT FUNrn FOR 'rn'.:> HUMAN SER'VICE AGENCIES WHEREAS, on FebrUru:y 21, 1989, the City Council authorized the City Manager to submit to the County of Santa Clara certain project proposals for approval; and WHEREAS, the County of Santa Clara has approved use of cammunity Development Block Grant funds for certain agencies; NOW I THEREFORE, BE IT RESOLVED that the City Council of the City of CUpertino hereby authorizes the City Manager to execute the agreements for allocation of Fifteenth Year (1989-90) Community Development Block Grant Furxis for two human service agencies: Midpeninsula Citizens for Fair Housing Project Match $10,000 4,000 PASSED AND AOOPIBD at a regular meeting of the City Council of the City of CUpertino this 7th day of August 1989, by the following vote: Members of the City Council AYES: Gatto, Johnson, Koppel, Rogers, Plungy NOFS: None ABSENT: None ABSTAIN: None A'ITE.ST: APPROVED: Isl Dorothy Cornelius Isl John J. Plungy, Jr. City Clerk Mayor, City of CUpertino Contract No. co 89-31 AGREEMENT 'Ihis Agreement is made and entered into this 17th day of August 19--8.2_, by and between the City of CUpertino, a municipal corporation (hereinafter "CITY") and Project Match, Inc., a non-profit corporation (hereinafter "CORroRATION") • WITNESSETH WHEREAS, CITY has received Community Development Block Grant (hereinafter "CDBG") funds through a Joint Powers Agreement with Santa Clara County, 'Which is an Urban County entitled to CDBG funds from the Federal Deparbnent of Housing and Urban Development. WHEREAS, CITY has agreed to allocate a portion of its CDBG funds to CORroRATION as a sub-recipient for housing-related activities within the CITY 'Which shall primarily benefit low and moderate income households. NOW, THEREFORE, the parties agree as follows: I. PROGRAM CITY agrees to allocate to the CORroRATION the sum of four thousand dollars $4,000) in CDBG funds for the purpose of implementing the housing program (hereinafter "PROGRAM") as more particularly described in Exhibit "A" (Program Description), Exhibit "B" (Project Work Plan), Exhibit "C" (Proposed Implementation Time Schedule), and Exhibit "D" (Project Budget). II. TERM 'Ihe term of this Agreement shall begin on July L 1989 and shall terminate on the earlier of June 30, 1990 , or the date of the expenditure of the total grant amount provided for herein, or upon the termination date established pursuant to Section V or Section VII. -1- III. OBLIGATIONS OF OORR:>RATION A. Organization of OORR:>RATION. OORR:>RATION shall: 1. Provide CITY with: a. Its Articles of Incorporation under the laws of the state of califomia; b. A copy of the current Bylaws of OORR:>RATION; c. Docl.lmentation of its Internal Revenue Service non-profit status; d. Names and addresses of the current Board of Directors of OORR:>RATION; and, e. An adopted copy of OORR:>RATION 1 s personnel policies and procedures and approved affinnative action plan. 2. Report any changes in OORR:>RATION 1 s Articles of Incorporation, Bylaws, Board of Directors, personnel policies and procedures, affinnative action plan, or tax exempt status innnediately to PROORAM MANAGER. 3. Maintain no member of its Board of Directors as a paid employee, agent or subcontractor under this Agreement. 4. Open to the public all meetings of its Board of Directors, except meetings, or portions thereof, dealing with personnel or litigation matters. 5. Keep minutes of all its regular and special meetings. 6. Comply with all provisions of califomia Non-Profit Corporation law. B. Program Perfonnance by OORR:>RATION. OORR:>RATION shall: 1. Conduct the PROGRAM within the City of CUpertino for the purpose of benefiting low and moderate income households. 2. File quarterly narrative reports with the CITY on the types and numbers of services rendered to CUpertino beneficiaries through the operation of the project, which reports shall evaluate the manner in which the project is achieving its goals according to standards established by CITY. '!he reports shall be due within ten (10) working days of the end of each quarter and shall cover the quarter innnediately preceding the date on which the report is filed. Said reports shall be made on fonns approved by CITY. -2- 3. Coordinate its services with other existing organizations providing similar services in order to foster conununity 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 such award, inform CITY within ten days. 5. Include an acknowledgement of CITY funding and support on PROGRAM stationecy and on all appropriate publicity and publications using words to the effect: "funded in whole or part by City of CUpertino Conmrunity Development Block Grant Funds." C. Fiscal Responsibilities of CORroRATION. CORroRATION shall: 1. Appoint and submit the name of a fiscal agent who shall be responsible for the financial and accounting activities of CORroRATION, including the receipt and disbursement of CORroRATION funds. The CITY shall innnediately be notified in writing of the appointment of a new fiscal agent and that agent's name. 2. Establish and maintain an accounting system that shall be in confomance with generally accepted principles of accounting. The accounting system shall be subject to review and approval of CITY. 3. Docunlent all PROGRAM costs by maintaining records in accordance with Section III, Paragraph D below. 4. Submit on a quarterly basis, within ten (10) working days of the end of the quarter, a reimbursement request containing a summary statement of expenditures and revenue for the quarter innnediately preceding the date on which the report is filed and cumulative totals from the effective date of this agreement. Said reports shall be made on forms approved by City. 5. Submit for approval by CITY any lease agreement either contemplated or in effect. 6. Certify insurability subject to CITY approval as outlined in Exhibit "E" (Insurance) • 7. If applicable, submit an indirect cost plan to CITY for approval. 8. Items 1 through 7 are express conditions precedent to any CITY funding and failure to comply with these conditions will, at discretion of CITY, result in suspension of funding or termination of this Agreement. -3- 9. CORroRATION is liable for repayment of all disallowed. costs. Disallowed. costs may be identified. through audits, monitoring or other sources. CORPORATION shall be required. to respond to any adverse findings which may lead to disallowed. costs. 'Ihe CITY shall make the final determination of disallowed costs, subject to provisions of OMB Circular A-122, "Cost Principles for Non-Profit Organizations." D. Establishment and Maintenance of Records. CORroRATION shall maintain complete and accurate records of all its transactions including, but not limited. to, contracts, invoices, time cards, cash receipts, vouchers, cancelled. checks, bank statements, client statistical records, personnel, property and all other pertinent records sufficient to reflect properly (1) all direct and indirect costs of whatever nature claimed. to have been incurred. or anticipated. to be incurred. to perform this Agreement or to operate the PROGRAM, and (2) all other matters covered. by this Agreement. E. Preservation of Records. CORroRATION shall preserve and make available its records: 1. until the expiration of three years from the date of final payment to CORroRATION under this Agreement; or 2. for such longer period, if any as is required by applicable law; or, 3. if this Agreement is completely or partially terminated., the records relating to the work terminated. shall be preserved. and made available for a period of three years from the date of termination. F. Examination of Records; Facilities. At any time during normal business hours, and as often as may be deemed necessary, CORroRATION agrees that HUD and the CITY and/or any duly authorized. representatives may until expiration of (1) three years after final payment under this Agreement, (2) three years from the date of termination of this Agreement, or (3) 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 Agreement or the operation of the PROGRAM:, and all its records with respect to the PROGRAM and all matters covered. by this Agreement. CORroRATION also agrees that CITY or any duly authorized. representatives shall 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 PROGRAM and matters covered by this Agreement. CORroRATION will be notified. in advance that an audit will be conducted.. CORroRATION will be required. to respond to any audit findings, and have the responses included. in the final audit report. 'Ihe cost of any such audit will be borne by CITY. -4- G. Compliance with law. CORroRATION shall become familiar and comply with and cause all its subcontractors 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, CORroRATION shall comply with the requirements and standards of OMB Circular No. A-122, "Cost Principles for Non-Profit Organizations" and the following attachments to OMB Circular No. A-110: 1. Attachment A, "cash Depositories," except for Paragraph 4 concerning deposit insurance; 2. Attachment B, "Bonding and Insurance;" 3. Attachment c, "Retention and CUstodial Requirements for Records;" 4. Attachment F, "Standards for Financial Management Systems;" 5. Attachment H, "Monitoring and Reporting Program Perfo:anance,11 Paragraph 2; 6. Attachment N, "Property Management Standards, " except for Paragraph 3 concerning the standards for real property; and 7. Attachment o, "Procurement Standards. 11 IV. OBLIGATIONS OF CITY A. Method of Pavment. During the tenn of this Agreement, CITY shall reimburse COROORATION for all allowable costs and expenses incurred in connection with the PROGRAM, not to exceed the total sum of four thousand dollars ($4,000), except that City may, at any time in its absolute discretion, elect to suspend or tenninate payment to CORroRATION, in whole or in part, under this Agreement or not to make any particular payment under this Agreement based on CORPORATION's non-compliance, including, but not limited to, incomplete documentation of expenses, failure to submit adequate progress reports as required herein or other incidents of non-compliance as described in Section V, Paragraph B, of this Agreement or based on the refusal by CORroRATION to accept any additional conditions that may be imposed by HUD at any time, or based on the suspension or termination of the grant to CITY made pursuant to the Housing and community Development Act of 1974, as amended. -5- V. C'ONTRACT C'OMPLIANCE A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROGRAM perfonuance shall be the mutual responsibility of both CITY and CORE:oRATION. CORE:oRATION shall furnish all data' statements' records' infonnation and reports necessary for PROGRAM MANAGER to monitor, review and evaluate the perfonuance of the PROGRAM and its components. CITY shall 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. upon receipt by CITY of any infonnation that evidences a failure by C'ORPORATION to corrply with any provision of this Agreement, CITY shall have the right to require corrective action to enforce corrpliance with such provision. Areas of noncorrpliance include but are not limited to: 1. If C'ORPORATION (with or without knO'liVledge) shall have made any material misrepresentation of any nature with respect to any infonnation or data furnished by CITY in connection with the PROGRAM. 2. If there is pending litigation with respect to the perfonnance by C'ORPORATION of any of its duties or obligations under this Agreement which may materially jeopardize or adversely affect the undertaking of or the car.rying out of the PROGRAM. 3. If CORE:oRATION shall have taken any action pertaining to the PROGRAM which requires CITY approval without having obtained such approval. 4. If C'ORPORATION is in default under any provision of this Agreement. 5. If C'ORPORATION makes improper use of CITY funds. 6. If C'ORPORATION submits to CITY any report which is incorrect or incomplete in any material respect. c. Corrective Action Procedure. CITY in its absolute discretion and in lieu of inunediately tenninating this Agreement upon occurrence or discovecy of noncorrpliance by OORPORATION under this Agreement, shall have the right to give C'ORPORATION notice of CITY'S intention to consider corrective action to enforce corrpliance. Such notice shall indicate the nature of the non-corrpliance and the procedure whereby C'ORPORATION shall have the opportunity to participate in fonnulating any corrective action reco.mrnendation. CITY shall have the right to require the presence of C'ORPORATION's officer(s) and Executive Director at any hearing or meeting called for the purpose of considering corrective action. Thereafter, CITY shall fo:rward to C'ORPORATION specific corrective action recommendations and a detailed timetable for implementing these reco.mrnendations; such -6- timetable shall allow CORE:oRATION not less than five (5) nor more than thirty (30) days to comply. Following implementation of the corrective actions, CORE:oRATION shall forward to City, within the time specified by City, any documentary evidence required by city to verify that the corrective actions have been taken. In the event that CORE:oRATION does not implement the corrective action reconunendations in accordance with the corrective action timetable, CITY may suspend payments hereunder or terminate this Agreement. D. Termination for cause. Notwithstanding anything to the contrru::y contained in the foregoing, CITY may terminate this Agreement by written notice to CORE:oRATION, if any of the events of noncompliance listed in Section V, Paragraph B, occur or are discovered, if CORE:oRATION does not implement any recommended corrective action, if CORroRATION is in bankruptcy or receivership, if a member of the CORE:oRATION's Board of Directors, the Executive Director or other administrative staff person is the subject of investigation for wrongdoing, or if there is reliable evidence that CORE:oRATION is unable to operate the PROGRAM. Termination under this section shall be effective on the date notice of tennination is received or such later date as may be specified in the notice. VI. PROGRAM COORDINATION A. CITY: '!he Housing and Services Coordinator, or his/her designee, shall be the Program Manager for the CITY and shall monitor progress and perfomance of this Agreement for CITY. '!he Program Manager shall be responsible for all services agreed to be perfonned by CITY. B. CORE:oRATION: A single Program Director who shall have overall responsibility for the progress and execution of this Agreement shall be assigned. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute or replacement Program Director, CORE:oRATION shall innnediately notify CITY of such occurrence. Program Director and CORE:oRATION staff will cooperate fully with CITY in fulfillment of this Agreement. I I I I I I I I I I I -7- c. correspondence: All correspondence and notices required by this Agreement shall be sent to the parties at the following address: CITY: Housing and Services COordinator Department of Planning & Development City of CUpertino 10300 Torre Avenue CUpertino, CA 95014 CORR:>RATION: --=Ar:.=..::l~yn==e~J~un==e::...-~~~~~~~~ Name Executive Director Title Project Match Name of corporation 1671 Park Avenue, Room 21 Address San Jose, CA 95126 All notices shall either be hand delivered or sent by United States mail, registered or certified, postage prepaid. Notices given in such a manner shall be deemed received when hand delivered or seventy-two (72) hours after deposit in the United states mail. Any party may change his or her address for the purpose of this section by giving five (5) days written notice of such change to the other party in the manner provided in this section. VII. TERMINATION A. In addition to CITY'S right to terminate for cause set forth in Section V, either CITY or CORroRATION may suspend or terminate this Agreement for any reason by giving thirty (30) days prior written notice to the other party. Upon receipt of such notice, perfomance of the services hereunder will be innnediately discontinued. B. Upon tennination, either under this Section VII or Section v, CORR:>RATION shall: 1. be paid for all docmnented services actually rendered to CITY to the date of such termination; provided, however, CITY shall be obligated to compensate CORR:>RATION only for that portion of CORroRATION'S services which are allowable costs and expenses as determined by an audit or other monitoring device; -8- 2. turn over to CITY immediately any and all copies of studies, reports and other data, whether or not completed, prepared by C'ORPORATION or its subcontractors, if any, in connection with this Agreement. Such materials shall become property of CITY. CORPORATION, however, shall not be liable to CITY'S use of incomplete materials or for CITY'S use of completed documents if used for other than seJ:Vices contemplated by this Agreement; and 3. transfer to the CITY any CDBG funds on hand and any accounts receivable attributable to the use of CDBG funds. All assets acquired with CDBG funds shall be returned to the CITY. c. Upon tennination of this Agreement, C'ORPORATION shall inunediately provide CITY access to all documents, records, payroll, minutes of meetings, correspondence and all other data pertaining to the CDBG funds granted to CORPORATION pursuant to this Agreement. VIII. Rm.CHASING REAL OR PERSONAL PROPERIY A. Title to Personal Property. Title to any personal property used in connection with the project shall vest as follows: 1. Personal property donated or purchased with other than CITY CDBG funds shall become the property of CORPORATION or person specified by the donor or funding source; othenrise the same shall become the property of CITY except for property and equipment as described in 2. 2. Personal property and equipment pemanently affixed to building owned by CORPORATION shall become the property of CORPORATION. 3. All other personal property, supplies and equipment purchased pursuant to this Agreement and not consumed shall become property of CITY. B. Non-Expendable Property. Non-expendable property purchased by C'ORPORATION with funds provided by CITY, with a purchase price in excess of One Hundred Dollars ($100), must be approved in advance in writing by CITY. CITY shall retain title to said property. If a PROGRAM will be continued beyond tennination of this Agreement, CITY at its option, may revert title to CORPORATION. c. Purchase of Real Property. None of the funds provided under this Agreement shall be used for the purchase of real property, unless CITY approves such purchase in writing containing any conditions the CITY deems appropriate prior to the time CORPORATION finalizes such purchase. Approval of any such contract or an option to purchase shall be processed through the PROGRAM MANAGER. -9- D. Security Docurnent. As a condition precedent to CITY releasing funds for the purchase of real property or an option to purchase real property, <X>RFORATION shall prepare and execute a promissory note, deed of trust or other Agreement restricting the use of said real property for purposes consistent with this Agreement, HUD and CDPG requirements. IX. PROGRAM IN<X>ME Income generated by the PROGRAM shall be retained by <X>RFORATION. Such income shall be used to reduce the monthly request for funds under this Agreement and for the same purposes and activities described in Exhibit A. All provisions of this Agreement shall apply to the use of PROGRAM income for such activities. X. INDEPENDENT <X>N'ffiACIOR T.his is an Agreement by and between independent contractors and is not intended and shall not be construed to create the relationship of agent, servant, employee, partnership, joint venture or association between <X>RFORATION and CITY. <X>RFORATION, including its officers, employees, agents or subcontractors, shall not have any claim under this Agreement or otherwise against CITY for any Social security, Worker's Compensation, or employee benefits extended to employees of CITY. XI. ASSIGNABILITY A. This Agreement may not be assumed nor assigned to another corporation, person, partnership or any other entity without the prior written approval of CITY. B. None of the work or services to be perfonned hereunder shall 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 least ten days prior to the proposed effective date. In the event CITY approves any such assigrnnent, delegation or subcontract, the subcontractors, assignees or delegates shall be deemed to be employees of <X>REORATION, and <X>REORATION shall be responsible for their perfonnance and any liabilities attaching to their actions or omissions. I I I I I -10- XII. DISCI.DSURE OF CONFIDENTIAL CLIENT INFORMATION CITY' and COROORATION agree to maintain the confidentiality of any inf onnation regarding applicants for services offered by the PRCX3RAM pursuant to this Agreement or their inunediate families which may be obtained through application foms, questionnaires, interviews, tests, reports from public agencies or counselors, or any other source. Without the written permission of the applicant, such infonnation shall be divulged only as necessary for purposes related to the perfonnance or evaluation of the services and work to be provided pursuant to this Agreement, and then only to persons having responsibilities under this Agreement, including those furnishing services under the PROGRAM through approved subcontracts. XIII. HOID HARMLESS In addition to the indemnity set forth in Exhibit "E", COROORATION shall indemnify and hold CITY', its officers, employees and elected officials, boards and commissions, hannless with respect to any damages, including attorney's fees and court costs, arising from: A. the failure of the PROGRAM to comply with applicable laws, ordinances, codes, regulations and decrees, including without limitation those set forth in Exhibit "F"; or, B. any negligence or omission arising out of any work or services provided by COROORATION, its officers, employees, agents or subcontractors under the PROGRAM or this Agreement. XIV. WAIVER OF RIGHTS AND REMEDIES In no event shall any payment by CITY' constitute or be construed to be a waiver by CITY' of any breach of the covenants or conditions of this agreement 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 shall exist shall in no way impair or prejudice any right or remedy available to CITY' with respect to such breach or default. In no event shall payment to COROORATION by CITY' in any way constitute a waiver by CITY' of its rights to recover from COROORATION the amount of money paid to COROORATION on any item which is not eligible for payment under the PROGRAM or this Agreement. I I I I I -11- XV. NONDISCRIMINATION In connection with the performance of th.is Agreement, CORPORATION assures th.at no person shall be subject to discrimination because of sex, race, religion, ethnic background, sexual preference, age, handicapped status, or union activity. XVI• AMENrJ.1ENTS Amendments to the tenns or conditions of th.is Agreement shall be requested in writing by the party desiring such amendment, and any such amendment shall be effective only upon the nrutual Agreement in writing of the parties hereto. XVII. INTEGRATED IX>CUMENT '!his Agreement 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 th.is Agreement shall affect or modify any of the tenns of obligations contained in any documents comprising th.is Agreement. XVII. MISCEllANEOUS A. '!he captions of th.is Agreement are for convenience of reference only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of th.is Agreement. B. All exhibits attached hereto and referred to in th.is Agreement are incorporated herein by th.is reference as if set forth fully herein. I I I I I I I I I I I I I I -12- IN WITNESS WHEREOF, the parties have executed this Agreement in duplicate the day and year above written. August 17, 1989 Date C'ORroRATION By -13- EXHIBIT E Insurance And Indemnity R~irements Indemn.:ij;y: Corporation agrees to indemnify and save hannless the City of CUpertjno, its officers, employees and elected officials, boards and commissions from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of the Corporation's perfonnance under this Agreement, including the Corporation's failure to comply with or carry out any of the provisions of this Agreement. Insurance: Corporation shall take out prior to commencement of the perfonnance of the tenns of this Agreement, pay for, and maintain until completion of this Agreement, the follc::Ming types of Policies. 'Ihese Policies must cover at least the following, which are minimum coverages and limits. I. Cornprehensi ve General Liability Insurance including the following: · · A. Premises Operations (including completed operatiom:;, ·. if_ tb~ exposure exists). B. Broad Form Blanket Contractual. c. Personal Injury coverages A, B and C, delete exclusion "C". 1. All coverages must have a minimum of $500, 000 Combined Single Lllnit. II. Cony?rehensi ve Auto Policy to cover: A. Non-oWhed~ B. Hired Auto. 1. 'Ihese coverages must have a minimum of $500, 000 Combined Single Lllnit for lxxlily injury and property damage. III. Errors or-Omissions coverage for attorneys and paralegals with a minimum limit of $500,000 per occurrence Combined Single Limit with no more that $1,000 deductible per occurrence (where scope of services provides for attorneys and paralegals.) -14- IV. Medical Malpractice Insurance: Minimum limits of $500,000 per .... · ··~occurrence with no greater deductible than $1,000 per occurrence~ ·.'Ihis,Js to cover all m::dical staff associated with the Corporation, such as, but not limited to, doctors, nurses1 and paranroicals (where scope of services provides for m::dical staff. ) v. Wo:tkfu-s eompEmsa.tion coverage with the statutory limit of liability and $1,000,000 employer's liability. EndorsementS: On all reql.lired insuranqe the followir:!!;;r endorsements must be a part of each Policy. · A. '!he City of CUpertino, its officers and employees, and agents are to be additional insureds. B. 'Ihirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of Cupertino. c. '!he insurance policies must be endorsed to show that they are primary, and any other valid and collectible insurance the City of cupertino may have will be excess only. D. All insurance policies. must be satisfactory to the City of CUpertino. l;; ;',- EXHIBIT A CIT'l OF C1JPERI'IOO CXlfflNIT'i IEVEI.DFMEm' BLOCK GRAN!' i:K:GRAM FIFI.'EQmi PR:X;RAM YFAR FY 1989/90 PEOJE);T P00rosAL a:NER PAGE NAME~~~~~P~r~oiie~c~t~M~a~tc~hL..J.Tnn~c-._-----:-----::-::--"":"".:'~-:---::::-:"::---~ AIXmSS1 __ l.1..16i.1.Z:..1.l~P g,Ja re..tk~A::J..vl!Je nw1,u;ie:.. • ....t!JR owoJJJm~2.J..l .... ...;SlJlawn......11LJ.Jl nu.;s:i.i:e:..,-L.JC at1..lwiu.f.unro.i...u..1u· ai-.oi.9 5 ... 1.,.2_..6...._ __ :A(;;fNC'f DIREC'IOR: PROJECr NAME Senior Citizen bar. Cl ~o s 00!.lAR AMXlN'I' OF moo FUNt'6 ~ $• _ _:t,.4 ~· OwO.l.!.o _________ _ Project Match proposes to provide shared housing for 21 Cupertino residents, the majority of whom are low income seniors. We also propose to assess and evaluate in personal interviews at least 36 Cupertino residents with housing problems.· By bringing together through a careful process. 11 seekers11 and "providers" of housing, the program has the dual benefits of creating affordable housing and preventing institutionalization of elderly homeowners and renters. The program has a. satellite office in the Cupertino Senior Center. MRLYN2 (BWE-1) 6 ~OJE.CT NAKE Pro!ect Mctch Inc. ~OJ ECT NUMBER Responsible Staff Person(s) and Approximate Percentage of Time Allocated to Activity Arlyne June (4hours month) administrative support Bonnie Shapiro (l6hours month) Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino clients) Other Housing Match Staff {l.8%) PROJECT WORK PLAN 15TII Program Year 1989/90 Activity for Period April 1 -June 30 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. ~ Exhibit B Products or Milestones for Quarter Interview anp assess 9 Cupertino residents Provide shared housing matches for 6 Cupertino residents. -- :iOJECT NAME Pro~ect H~tch Inc. ~OJ £CT NUtiBER ~~~~~~~~~~~~- ·Responsible Staff Person(s) and Appr~ximate Percentage of Time Allocated to Activity Arlyne June (4hours month) administrative support Bonnie Shapiro (16hours month) Satellite office counselor (l day a month at satellite office other time is at main office working with other counselors to match Cupertino clients) Other Housing Match Staff (l.8% of ti ) PROJECT WORK PLAN 15111 Program Year 1989/90 '. Activity for Period January 1 -March 31 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for· providers and seekers who are Cupertino residents. " Exhibit B Products or Milestones for Quarter Interview and assess 9 Cupertino residents Provide shared_housing matches for S Cupertino residents. >J£CT NAME Pro~ect Mc.tch Inc. )JECT NUMBER ~~~~~~~~~~~~ ~esponsible Staff Person(s) and .pp"rox imate Percentage of Time Alloca~ed to Activity Arlyne June (4hours month) administrative support Bonnie Shapiro (16hours month) Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino clients) Other Housing Match Stqff (1.8%) PROJECT WORK PLAN 15111 Program Year 1989/90 Activity for Period October 1 -December 31 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. ~ Exhibit B Products or Milestones for Quarter Interview and assess 9 Cupertino residents Provide shared_housing matches for 5 Cupertino residents. i<OJ ECT NAME Pro~ect M0tch Inc. ~OJ ECT NUHBER Responsible Staff Person(s) and Approximate Percentage of Time Allocated to Activity Arlyne June {4hours month} administrative support f Bonnie Shapiro (lchours month} Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino clients} Other Housing Match Staff (1.8%) PROJECT WORK PLAN 15111 Program Year. 1989/90 Activity for Period July 1 -September 30 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. Exhibit B Products or Milestones for Quarter Interview and assess ~ Cupertino residents Provide shared housing matches for 5 Cupertino residents. ~~ PROPOSED IMPLEMENTATION ACTIVITV TIME SCHEDULE EXHIBIT C AGENCY NAME Pro.~ec'f: Met.ch I re. PROJECT NAME Senior Cit~:-cn Shared Hot!sin0 (Cupertino conponent) Fiscal Year 89-90 --ProgrFm Year 15th Date Prepared Deceriber 21. 1 SR.8 ~gency Director .t\rlyne: June Project P.anager Arlyne J1me tin detail the rr.ajor activities to be undertaken to implement the project and the scheduled time they will begin and be ) le ted. Once approved, projects wi 11 be closely monitored during implementation according to this time sc_h_e_d_u_l_e--'·------ -• , 1 of Activities 7/31 8/31 . 9/30 10/31 I = Personal l-ntervie\.\s and f!.ssessJT1ents of CL' pert i no residents-- - -3 ':I 3 3 .... Cupertino residents placed in shared housin9 - - - - -1 2 ? 2 L.. ' his project be Incorporated Into :ti.. ~ing workload lul•7 Yes "i, No · /---y;:_· I : ) iule Approved By: 6,/:~J7-:-c~. /.< <c . /; ;/ ii /,,· , / l; 11/30 3 2 of the Title: Months [nd0 ---,. . --~ . 12/31 1 /31 2/28 11'1 4/~0 r;/~1 6/~(, ':I ... ':I 3 3 3 3 ..; ..) ..., 1 , 2 2 2 2' 2 ; applicant and successfully be implemented according to this .C' , a ... ,,/ C./-j/ l-r:·· t.. --~:_ '~, ( _._,-{_~-,; Date I ,,."_.. f (.. t.. / ') /. (]0· ~--p /-06 co MON11ILY PROJECT BUDGET Fifteenth Program Year Fiscal Year 1989/90 PROJECT NAME Senior Citi~en Shared Housin~ (Cupertino Component). EXHIBIT D Date December 21,1988 Non-Profit Organization Pro2ect Match Inc. Phone Number(408)287-7121 Agency Dire ct or f. r 1 yne J ! me Project Manager ___ f'\..;..r_l-"y..;..n_e~J_"..;..· r_~-------------- _,_ LI NE ITEM JUL AUG SEP OCT NOV: DEC JAN FEB M-A.R APR t'AY . ., ~ SALARY ' F Pe rsonne 1 303 303 303 303 303 303 303 303 303 303 303 30 Benefits 30 30 31 30 30 31 30 30 31 30 30 3 OFF I CE EXPENSE . Re-nt Te le phone P6staqe Printing . Supplies Trave 1 Utilities [ouipment Dues & Subscriptions OTHER EXPENSES Accountinq Services Contract Servf ces Insurance Conferences Mi see t laneous ' ' . TOTAL 333 333 334 2?3 ~?? ?3ll. ~3? 3~~ ??II ??? ':l 'j ':l ~~l Contract No. cu 88-31 AGREEMENT This Agreement is made and entered into this 22nd day of December , 19~, by and between the City of CUpertino, a :nrunicipal corporation (hereinafter "CITY") and Project Match, Inc., a non-profit corporation (hereinafter "CORFORATION") • WITNESS Em WHEREAS, CITY has received Community Development Block Grant (hereinafter "CDBG") funds through a Joint Powers Agreement with Santa Clara County, which is an Urban County entitled to CDBG funds from the Federal Department of Housing and Urban Development. WHEREAS, CITY has agreed to allocate a portion of its CDBG funds to CORFORATION as a sub-recipient for housing-related activities within the CITY which shall primarily benefit low and moderate income households. NOW, 'Il:IEREFORE, the parties agree as follows: I. PROGRAM CITY agrees to allocate to the CORFORATION the sum of four thousand dollars $4,000) in CDBG funds for the purpose of implementing the housing program (hereinafter "PROGRAM") as more particularly described in Exhibit "A" (Program Description), Exhibit "B" (Project Work Plan), Exhibit "C" (Proposed InlPlementation Time Schedule), and Exhibit "D" (Project Budget). II. TERM The term of this Agreement shall begin on Julv l, 1988 and shall terminate on the earlier of June 30, 1989 , or the date of the expenditure of the total grant amount provided for herein, or upon the termination date established pursuant to Section V or Section VII. -1- III. OBLIGATIONS OF OORroRATION A. Organization of OORroRATION. OORroRATION shall: 1. Provide CITY with: a. Its Articles of Incorporation under the laws of the State of califomia; b. A copy of the current Bylaws of OORPORATION; c. Documentation of its Internal Revenue Service non-profit status; d. Names and addresses of the current Board of Directors of OORroRATION; and, e. An adopted copy of OORroRATION's personnel policies and procedures and approved affirmative action plan. 2. Report any changes in OORroRATION' s Articles of Incorporation, Bylaws, Board of Directors, personnel policies and procedures, affimative action plan, or tax exerrpt status immediately to PROGRAM :MANAGER. 3. Maintain no member of its Board of Directors as a paid errployee, agent or subcontractor under this Agreement. 4. Open to the public all meetings of its Board of Directors, except meetings, or portions thereof, dealing with personnel or litigation matters. 5. Keep minutes of all its regular and special meetings. 6. Comply with all provisions of califomia Non-Profit Corporation law. B. Program Performance by OORroRATION. OORroRATION shall: 1. Conduct the PROGRAM within the City of CUpertino for the purpose of benefiting low and moderate income households. 2. File quarterly narrative reports with the CITY on the types and numbers of services rendered to CUpertino beneficiaries through the operation of the project, which reports shall evaluate the manner in which the project is achieving its goals according to standards established by CITY. The reports shall be due within ten (10) working days of the end of each quarter and shall cover the quarter immediately preceding the date on which the report is filed. Said reports shall be made on forms approved by CITY. -2- 3. Coordinate its services with other existing organizations providing similar services in order to foster corrnnunity 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 such award, infonn CITY within ten days. 5. Include an acknowledgement of CITY funding and support on PROGRAM: statione:ry and on all appropriate publicity and publications using words to the effect: "funded in whole or part by City of CUpertino Conmrunity Development Block Grant Funds." c. Fiscal Responsibilities of C'ORroRATION. C'ORroRATION shall: 1. Appoint and submit the name of a fiscal agent who shall be responsible for the financial and accotmting activities of C'ORroRATION, including the receipt and disbursement of C'ORroRATION funds. 'Ihe CITY shall innnediately be notified in writing of the appointment of a new fiscal agent and that agent's name. 2. Establish and maintain an accotmting system that shall be in confonnance with generally accepted principles of accotmting. 'Ihe accotmting system shall be subject to review and approval of CITY. 3. Document all PROGRAM: costs by maintaining records in accordance with Section III, Paragraph D below. 4. Submit on a quarterly basis, within ten (10) working days of the end of the quarter, a reimbursement request containing a sunnna:ry statement of expenditures and revenue for the quarter inunediately preceding the date on which the report is filed and cumulative totals from the effective date of this agreement. Said reports shall be made on fonns approved by City. 5. Submit for approval by CITY any lease agreement either contemplated or in effect. 6. Certify insurability subject to CITY approval as outlined in Exhibit "E" (Insurance) • 7. If applicable, submit an indirect cost plan to CITY for approval. 8. Items 1 through 7 are express conditions precedent to any CITY funding and failure to comply with these conditions will, at discretion of CITY, result in suspension of funding or tennination of this Agreement. -3- 9. C'ORroRATION is liable for repayment of all disallowed costs. Disallowed costs may be identified through audits, monitoring or other sources. COREORATION shall be required to respond to any adverse findings which may lead to disallowed costs. The CITY shall make the final determination of disallowed costs, subject to provisions of O:MB Circular A-122, "Cost Principles for Non-Profit Organizations." D. Establishment and Maintenance of Records. C'ORroRATION shall maintain complete and accurate records of all its transactions including, but not limited to, contracts, invoices, time cards, cash receipts, vouchers, cancelled checks, bank statements, client statistical records, personnel, property and all other pertinent records sufficient to reflect properly (1) all direct and indirect costs of whatever nature claimed to have been incurred or anticipated to be incurred to perf om this Agreement or to operate the PROGRAM, and (2) all other matters covered by this Agreement. E. Preservation of Records. C'ORroRATION shall preserve and make available its records: 1. until the expiration of three years from the date of final payment to C'ORroRATION under this Agreement; or 2. for such longer period, if any as is required by applicable law; or, 3. if this Agreement is completely or partially teminated, the records relating to the work teminated shall be preserved and made available for a period of three years from the date of temination. F. Examination of Records; Facilities. At any time during nomal business hours, and as often as may be deemed necessary, C'ORroRATION agrees that HUD and the CITY andjor any duly authorized representatives may until expiration of (1) three years after final payment under this Agreement, (2) three years from the date of temination of this Agreement, or (3) 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 perf omance of this Agreement or the operation of the PROGRAM, and all its records with respect to the PROGRAM and all matters covered by this Agreement. C'ORroRATION also agrees that CITY or any duly authorized representatives shall 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 PROGRAM and matters covered by this Agreement. C'ORroRATION will be notified in advance that an audit will be conducted. C'ORroRATION 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. -4- G. Compliance with raw. C'ORroRATION shall become familiar and comply with and cause all its subcontractors 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, CORroRATION shall comply with the requirements and standards of O:MB Circular No. A-122, "Cost Principles for Non-Profit Organizations" and the following attachments to OMB Circular No. A-110: 1. Attachment A, "cash Depositories," except for Paragraph 4 concerning deposit insurance; 2. Attachment B, "Bonding and Insurance;" 3. Attachment c, "Retention and CUstodial Requirements for Records;" 4. Attachment F, "Standards for Financial Management Systems;" 5. Attachment H, "Monitoring and Reporting Program Perfo:nnance,11 Paragraph 2; 6. Attachment N, "Property Management Standards, " except for Paragraph 3 concerning the standards for real property; and 7. Attachment o, "Procurement Standards." IV. OBLIGATIONS OF CITY A. Method of Payment. During the tenn of this Agreement, CITY shall reimburse CORroRATION for all allowable costs and expenses incurred in connection with the PROGRAM, not to exceed the total sum of four thousand dollars ($4 ,000), except that City may, at any time in its absolute discretion, elect to suspend or tenninate payment to CORPORATION, in whole or in part, under this Agreement or not to make any particular payment under this Agreement based on C'ORroRATION's non-compliance, including, but not limited to, incomplete doet.nnentation of expenses, failure to submit adequate progress reports as required herein or other incidents of non-compliance as described in Section v, Paragraph B, of this Agreement or based on the refusal by C'ORroRATION to accept any additional conditions that may be imposed by HUD at any time, or based on the suspension or tennination of the grant to CITY made pursuant to the Housing and Connmmity Development Act of 1974, as amended. -5- V. CONTRACT C'O:MPLIANCE A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROGRAM: perfonnance shall be the mutual responsibility of both CITY and C'ORroRATION. C'ORroRATION shall furnish all data, statements, records, infom.ation and reports necessacy for PROGRAM :MANAGER to monitor, review and evaluate the perfonnance of the PROGRAM and its components. CITY shall 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. Upon receipt by CITY of any infom.ation that evidences a failure by C'ORroRATION to comply with any provision of this Agreement, CITY shall have the right to require corrective action to enforce compliance with such provision. Areas of noncompliance include but are not limited to: 1. If CORFORATION (with or without knowledge) shall have made any material misrepresentation of any nature with respect to any infom.ation or data furnished by CITY in connection with the PROGRAM. 2. If there is pending litigation with respect to the perfonnance by C'ORroRATION of any of its duties or obligations under this Agreement which may materially jeopardize or adversely affect the undertaking of or the car:cying out of the PROGRAM. 3. If C'ORroRATION shall have taken any action pertaining to the PROGRAM which requires CITY approval without having obtained such approval. 4. If C'ORroRATION is in default under any provision of this Agreement. 5. If C'ORroRATION makes improper use of CITY funds. 6. If C'ORroRATION submits to CITY any report which is incorrect or incomplete in any material respect. c. Corrective Action Procedure. CITY in its absolute discretion and in lieu of immediately tenninating this Agreement upon occurrence or discovery of noncompliance by C'ORroRATION under this Agreement, shall have the right to give C'ORroRATION notice of CITY'S intention to consider corrective action to enforce compliance. Such notice shall indicate the nature of the non-compliance and the procedure whereby C'ORroRATION shall have the opportunity to participate in fo:nnulating any corrective action reconnnendation. CITY shall have the right to require the presence of C'ORroRATION's officer(s) and Executive Director at any hearing or meeting called for the purpose of considering corrective action. Thereafter, CITY shall forward to C'ORroRATION specific corrective action reconnnendations and a detailed timetable for implementing these reconnnendations; such -6- timetable shall allow CORroRATION not less than five (5) nor more than thirty (30) days to comply. Following inplementation of the corrective actions, CORroRATION shall fo:rward to City, within the time specified by City, any documentacy evidence required by City to verify that the corrective actions have been taken. In the event that CORroRATION does not inplement the corrective action reconnnendations in accordance with the corrective action timetable, CITY may suspend payments hereunder or tenninate this Agreement. D. Tennination for cause. Notwithstanding anything to the contrary contained in the foregoing, CITY may tenninate this Agreement by written notice to CORroRATION, if any of the events of noncompliance listed in Section V, Paragraph B, occur or are discovered, if CORroRATION does not inplement any reconnnended corrective action, if CORroRATION is in bankruptcy or receivership, if a member of the CORroRATION's Board of Directors, the Executive Director or other administrative staff person is the subject of investigation for wrongdoing, or if there is reliable evidence that CORroRATION is unable to operate the PROGRAM. Tennination under this section shall be effective on the date notice of tennination is received or such later date as may be specified in the notice. VI. PROGRAM COORDINATION A. CITY: The Housing and Services Coordinator, or hisjher designee, shall be the Program Manager for the CITY and shall monitor progress and perfonnance of this Agreement for CITY. The Program Manager shall be responsible for all services agreed to be perfonned by CITY. B. CORroRATION: A single Program Director who shall have overall responsibility for the progress and execution of this Agreement shall be assigned. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute or replacement Program Director, CORroRATION shall inmlediately notify CITY of such occurrence. Program Director and CORroRATION staff will cooperate fully with CITY in fulfillment of this Agreement. I I I I I I I I I I I -7- c. Correspondence: All correspondence and notices required by this Agreement shall be sent to the parties at the following address: CITY: Housing and Services Coordinator Department of Planning & Development city of cupertino 10300 Torre Avenue CUpertino, CA 95014 VII. TERMINATION A. In addition to CITY'S right to te:i::minate for cause set forth in Section V, either CITY or CORPORATION may suspend or te:t:minate this Agreement for any reason by giving thirty (30) days prior written notice to the other party. upon receipt of such notice, perfor.mance of the services hereunder will be innnediately discontinued. B. Upon termination, either under this Section VII or Section V, CORroRATION shall: 1. be paid for all documented services actually rendered to CITY to the date of such termination; provided, however, CITY shall be obligated to compensate CORPORATION only for that portion of CORPORATION'S services which are allowable costs and expenses as determined by an audit or other monitoring device; -8- 2. tum over to CITY inuned.iately any and all copies of studies, reports and other data, whether or not completed., prepared. by COREORATION or its subcontractors, if any, in connection with this Agreement. Such materials shall become property of CITY. CORroRATION, however, shall not be liable to CITY'S use of incomplete materials or for CITY'S use of completed. documents if used. for other than services contemplated by this Agreement; and 3. transfer to the CITY any CDBG funds on hand and any accounts receivable attributable to the use of CDBG funds. All assets acquired with CDBG funds shall be returned. to the CITY. c. Upon ter.mination of this Agreement, COREORATION shall inunediately provide CITY access to all documents, records, payroll, minutes of meetings, correspondence and all other data pertaining to the CDBG funds granted to COREORATION pursuant to this Agreement. VIII. PORCHASING REAL OR PERSONAL PROPERrY A. Title to Personal Property. Title to any personal property used in connection with the project shall vest as follows: 1. Personal property donated or purchased. with other than CITY CDBG funds shall become the property of COREORATION or person specified by the donor or funding source; otherwise the same shall become the property of CITY except for property and equipment as described in 2. 2. Personal property and equipment pennanently affixed to building owned by COREORATION shall become the property of COREORATION. 3. All other personal property, supplies and equipment purchased pursuant to this Agreement and not consumed shall become property of CITY. B. Non-EJxpendable Property. Non-expendable property purchased. by COREORATION with funds provided by CITY, with a purchase price in excess of One Hundred Dollars ($100), must be approved. in advance in writing by CITY. CITY shall retain title to said property. If a PROGRAM will be continued. beyond ter.mination of this Agreement, CITY at its option, may revert title to COREORATION. c. Purchase of Real Property. None of the funds provided. under this Agreement shall be used. for the purchase of real property, unless CITY approves such purchase in writing containing any conditions the CITY deems appropriate prior to the time COREORATION finalizes such purchase. Approval of any such contract or an option to purchase shall be processed through the PROGRAM MANAGER. -9- D. Security Document. As a condition precedent to CITY releasing funds for the purchase of real property or an option to purchase real property, CORFORATION shall prepare and execute a promissory note, deed of trust or other Agreement restricting the use of said real property for purposes consistent with this Agreement, HUD and CDBG requirements. IX. PROGRAM INCOME Income generated by the PROGRAM shall be retained by CORFORATION. Such income shall be used to reduce the monthly request for funds under this Agreement and for the same purposes and activities described in Exhibit A. All provisions of this Agreement shall apply to the use of PROGRAM income for such activities. X. INDEPENDENT CONTRACIDR This is an Agreement by and between independent contractors and is not intended. and shall not be construed to create the relationship of agent, servant, employee, partnership, joint venture or association between CORroRATION and CITY. CORFORATION, including its officers, employees, agents or subcontractors, shall not have any claim under this Agreement or otherwise against CITY for any Social Security, Worker's compensation, or employee benefits extended to employees of CITY. XI. ASSIGNABILITY A. This Agreement may not be assumed nor assigned. to another corporation, person, partnership or any other entity without the prior "Written approval of CITY. B. None of the work or services to be perfonned hereunder shall 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 least ten days prior to the proposed effective date. In the event CITY approves any such assignment, delegation or subcontract, the subcontractors, assignees or delegates shall be deemed to be employees of CORroRATION, and CORFORATION shall be responsible for their perfonnance and any liabilities attaching to their actions or omissions. I I I I I -10- XII. DISCIDSURE OF C'ONFIDENTIAL CLIENT INFORMATION CITY and C'ORPORATION agree to maintain the confidentiality of any inf onnation regarding applicants for services offered by the PROGRAM pursuant to this Agreement or their innnediate families which may be obtained through application forms, questionnaires, interviews, tests, reports from public agencies or counselors, or any other source. Without the written pennission of the applicant, such infonnation shall be divulged only as necessat:y for purposes related to the perfonnance or evaluation of the services and work to be provided pursuant to this Agreement, and then only to persons having responsibilities under this Agreement, including those furnishing services under the PROGRAM through approved subcontracts. XIII. HOID HARMLESS In addition to the indemnity set forth in Exhibit "E", C'ORPORATION shall indemnify and hold CITY, its officers, employees and elected officials, boards and connnissions, hannless with respect to any damages, including attorney's fees and court costs, arising from: A. the failure of the PROGRAM to comply with applicable laws, ordinances, codes, regulations and decrees, including without limitation those set forth in Exhibit "F": or, B. any negligence or omission arising out of any work or services provided by C'ORPORATION, its officers, employees, agents or subcontractors under the PROGRAM or this Agreement. XIV. WAIVER OF RIGHrS AND REMEDIES In no event shall any payment by CITY constitute or be construed to be a waiver by CITY of any breach of the covenants or conditions of this agreement or any default which may then exist on the part of C'ORPORATION, and the making of any such payment while any such breach or default shall exist shall in no way irrpair or prejudice any right or remedy available to CITY with respect to such breach or default. In no event shall payment to C'ORPORATION by CITY in any way constitute a waiver by CITY of its rights to recover from C'ORPORATION the amount of money paid to C'ORPORATION on any item which is not eligible for payment under the PR03RAM or this Agreement. I I I I I -11- YN. NONDISCRIMINATION In connection with the perfonnance of this Agreement, CORfORATION assures that no person shall be subject to discrimination because of sex, race, religion, ethnic background, sexual preference, age, handicapped status, or union activity. YNI. .AMENLMENTS Amendments to the tenns or conditions of this Agreement shall be requested in vrriting by the party desiring such amendment, and any such amendment shall be effective only upon the mutual Agreement in vrriting of the parties hereto. YNII. INTEGRATED OOCUMENT This Agreement contains the entire Agreement between CITY and CORfORATION with respect to the subject matter hereof. No vrritten or oral Agreements with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the tenns of obligations contained in any documents comprising this Agreement. YNII. MISCEII.ANEOUS A. The captions of this Agreement are for convenience of reference only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the inte:rpretation, construction or meaning of the provisions of this Agreement. B. All exhibits attached hereto and referred to in this Agreement are incorporated herein by this reference as if set forth fully herein. I I I I I I I I I I I I I I -12- IN WITNESS WHEREOF, the parties have executed this Agreement in duplicate the day and year above written. CITY OF CUPERI'INO By CORPORATION By ATIEST: -13- Exhibit A CDBG FOURTEENTH PROGRAM YEAR (88/89) PROGRAM DESCRIPTION DATE September 30, 1988 PROJEC'r # CU 88-31 ~~~~~~~~~~ APPLICANT AGENCY: PROJECT DESCRIPTION: Name Project Match, Inc. Provides shared housing to Address 1671 Park Avenue #21 Cupertino residents, most of whom San Jose, CA. 95126 are 55 years old or older Telephone ( 408) 287-7121 PROGRAM DESCRIPTION Project Match proposes to provide shared housing for 20 Cupertino residents, the majority of whom are low income seniors. By bringing together through a careful process, "seekers" and "providers" of housing, the program has the dual benefits of creating affordable housing and preventing institutional of elderly homeowners and renters. The program has a satellite office in the Cupertino Senior Center. PROJECT NAME Project Match PROJECT NUMBER Responsible Staff Person(s) and Approximate Percentage of Time Allocated to Activity Arlyne June (4hours month) administrative support Bonnie Shapiro (16hours month) Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino clients) PROJECT WORK PLAN 14TH Program Year 1988/89 Activity for Period July 1 -September 30 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekersowho are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. Exhibit B Products or Milestones for Quarter Interview and assess 6 Cupertino residents Provide shared housing matches for __3__ Cupertino residents. PROJECT NAME Project Match "" PROJECT NUMBER Responsible Staff Person(s) and Approximate Percentage of Time Allocated to Activity Arlyne June (4hours month) administrative support Bonnie Shapiro (16hours month) Sate11ite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino clients) PROJECT WORK PLAN 14TH Program Year 1988/89 Activity for Period October 1 -December 31 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. .., Exhibit B Products or Milestones for Quarter Interview and assess 7 Cupertino residents ~- Provide shared housing matches for 5 Cupertino residents. PROJECT NAME Project Match .... PROJECT NUMBER Responsible Staff Person{s) and Approximate Percentage of Time Allocated to Activity Arlyne June (4hours month) administrative support Bonnie Shapiro (16hours month) Satellite office counselor (1 day a month at satellite office other time is at main office working with other counselors to match Cupertino clients) PROJECT WORK PLAN 14TH Program Year 1988/89 Activity for Period January 1 -March 31 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. ... Exhibit B Products or Milestones for Quarter Interview and assess 8 Cupertino residents ~- Provide s~ared housing matches for 6 Cupertino residents. PROJECT NAME ... PROJECT NUMBER Project Match PROJECT WORK PLAN 14TH Program Year 1988/89 ~~~~~~~~~~~~~ Responsible Staff Person(s) and Approximate Percentage of Time Allocated to Activity Ariyne June (4hours month) administrative support Bonnie Shapiro (16hours month) Satellite office counselor (1 day a month at satellite office · other time is at main office working with other counselors to match Cupertino clients) Activity for Period April 1 -June 30 (Quarterly, 3 Month Period) Interview, assess and counsel housing providers and seekers who are Cupertino residents. Provide shared housing matches for providers and seekers who are Cupertino residents. .... Exhibit B Products or Milestones for Quarter Interview and assess 9 Cupertino residents Provide shared housing matches for 6 Cupertino residents. ~~ v v :- lt • l'IU>l'OSEO IHl'l.UU:tffAlION ACTIVITY n,-~ SCllEllULE f ' 1 Lht in detall the major actlvltiee' LO be undertaken to Implement the p;~Ject Program Year 14th and the scheduled tlme they vlll bl!·gtn and be completed. Once approved, project• will be closely monitored during tn~lementation ~ccordlng to this time echedule: Date Prepared 19 Feb. 88 Revhlona --------Name City of Cupertino Final Approva --~~---~~~~ Project Implementor Project Match, In·c. Approved Rev1alon• ~~~~~~~~ Tith of Actlvitles H o n t h s . E n d 1 n g City 1) Select recip ient organ- ization 2) Execute agre•- . ment with grantee 3) Establish monitoring procedure 7/31 8/Jl 9/30 10/31 ""' Done x x 4) Disperse gratt on mon:thly basis ---· -- -·--- 5) Monitor gran~ee performance Grantee U-1nterview, assess_,. _courise Cupertfo-6 ' residents,mos~ of whom are seniors ... 2) Pro vi de shared ·; -·---~ -- housina fb~ Cu~ertino r~side~ts. mos~ of whomlare sen1ors. 11/31 12/ll l/31 2/28 3/31 4/30 5/31 6/30 ON-GOlNG -•-- - ON-GOONG - - - ---.... --~ - --•-- -L - - -ON-GC1ING ----·---~ - --I-- - .... Can thh project be Incorporated Into th_e on-going work load of the applicant and aucceaafully be lmplernent•d accord tA thh achedulel !, Yea No ~~hectu~e Prepared by; Mark Caughey Title: Associate Planner Agency Name City of Cupertino Project _ Project Match -· i LIHE ITEM JUL AUG 1 QRR SALARIES Personnel Benefits OfflCE EXPENSE Rent Telephone Postage Printing . Suppl I es Travel Utilities Equipment Dues and Subscriptions OTll£R CXP[llSES Accounting Services Contract Services Insurance -Conferences . H!scel laneous 333 333 /riTAL ·11 333 333 { IJCD l10NTllLY PROJECT BUDGET Fourteenth .PROGRAM YF.AR .·1988-89 I SEP OCT NOV DEC JAN I 1989 I . 333 333 333 333 333 333 A3 333 333 333 rcB t'J\R 333 333 333 3~ DATE 19 Feb. 88 APR MY JUll .. · 333 333 333 333 333 ~- TOTAL 4,000 4 000 I -:T I EXHIBIT E Insurance And Indemnity Requirements Indgmnity: Corporation agrees to in:lemnify and save harmless the City of cUpertino, its officers, employees and elected officials, boards and comm.i.ssions from all suits, actions, claims, causes of action, costs, de.man:ls, judgrents and liens arising out of the Corporation's performance under this Agreement, including the Corporation's failure to comply with or car.ry out any of the provisions of this .Agreement. Insurance: Corporation shall take out prior to cammencement of the performance of the terms of this Agreement, pay for, and maintain until completion of this Agreement, the following types of Policies. 'Ihese Policies must cover at least the following, which are minimum coverages and limits. I. Comprehensive General Liability Insurance including the following: A. Premises Operations (including completed operations, if the exposure exists) • B. Broad Form Blanket Contractual. c. Personal Injury coverages A, Band c, delete exclusion 11c11 • 1. All coverages must have a minimum of $500, 000 Combined Single Limit. II. ~rehensive Auto Policy to cover: A. Non-c:Mned. B. Hired Auto. 1. 'Ihese coverages must have a minimum of $500, 000 Combined Single Limit for bodily injury and property damage. III. Errors or omissions coverage for attomeys and paralegals with a minimum limit of $500,000 per occurrence Combined Single Limit with no more that $1,000 deductible per occurrence (where scope of services provides for attorneys and parale;rals. ) IV. Med.ical Malpractice Insurance: Minimum limits of $500,000 per occurrence with no greater deductible than $1,000 per occurrence. '!his is to cover all lOOdical staff associated. with the Corporation, such as, but not limited. to, doctors, nurses, and paramedicals (where scope of serviC"..es provides for medical staff. ) V. Workers Compensation coverage with the statutory limit of liability and $1,000,000 employer's liability. Endorsements: on all required insurance the following errlorsements must be a part of each Policy. A. The City of CUpertino, its officers arrl employees, and agents are to be additional insureds. B. 'Ihirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of CUpertino. c. The insurance policies must be en:lorsed to show that they are primary, and any other valid and collectible insurance the City of CUpertino may have will be excess only. o. All insurance policies must be satisfacto:ry to the City of CUpertino. 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. Also, Corporation gives assurances and certifies with respect to the Program that: (a) The Program will be conducted and administered in compliance with: (1) Title VI of the Civil Rights Act of 1964 (Pub. L. 88-325, 42 USC 2000d et seq.) and implementing regulations issued at 24 CFR Part I; (2) Title VIII of the Civil Rights Act of 1968 (Pub.L. 90-284, 42 USC 3061 et seq.), as amended, and implementing regulations; (3) Section 109 of the Housing and Community Development Act of 1974, as amended; and the regulations issued pursuant to thereto (24 CFR Section 570.601); (4) Section3 of the Housing and Urban Development Act of 1968, as amended and implementing regulations at 24 CFR Part 135; (5) Executive Order 11246, as amended. by Executive Orders 11375 and 12086 and implementing regulations issued at 41 CFR Chapter 60; (6) Executive Order 11063, as amended by Executive Order 12259 and implementing regulations at 24 CFR Part 107; (7) Section 504 of the Rehabilitation Act of 1973 (Pub.L. 93-112), as amended and implementing regulations when published for effect; (8) The Age Discrimination Act of 1975, as amended, (Pub.L. 94-135) and implementing regulations when published for effect; (9) The relocation requirements of Title II and the acquisition requirements of Title III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, and the implementing regulations at 24 CFR Part 42; (10) The labor standards requirements as set forth in 24 CFR 5570.605 and HUD regulations issued to implement such requirements; (11) Executive Order 11988 relating to the evaluation of flood hazards and Executive Order 11288 relating to the prevention, c9ntrol, and abatement of water pollution: (12) The flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973, (Pub.L. 93-234). (13) The regulations, policies, guidelines and requirements of OMB Circular Nos. A-102, Revised, A-87, A-110 and A-122 as they relate to the acceptance and use of Federal funds under this federally-assisted Program. (b) No member,· officer, or employee of the Corporation, or its designees or agents, no member of the governing body of the locality in which the program is situated, and no other public official of such locality or localities who exercises any functions or responsibilities with respect to the Program during his/her tenure or for one year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed in connection with the Program and all such contracts or subcontracts shall contain a provision prohibiting such interest: (c) It will comply with the provisions of the Hatch Act which limit the political activity of employees: (d) It will give HUD and the Comptroller General or any authorized representatives access to and the right to examine all records, books, papers, or documents related to the grant: (e) It will comply with the lead-based paint requirements of 24 CFR Part 35 Subpart B issued pursuant to the Lead-Based Paint Poisoning Prevention Act (42 u.s.c. 4801 et seq.).