07-080, Community Block Grant
Contract No.
COMMUNITY DEVELOPMENT BLOCK GRANT
CITY/NON-PROFIT CONTRACT
THIS Contract is entered into pursuant to the Catalog of Federal Domestic Assistance
(CFDA) 14.218 by and between the CITY OF CUPERTINO, a political subdivision of the
State of California (hereinafter "CITY"), and
REBUILDING TOGETHER SILICON VALLEY
a non-profit corporation (hereinafter "CORPORATION"). The allocation of funds pursuant to
this Contract will be a loan or a grant. If the allocation is a loan, then Exhibit H (the Loan
Agreement) will be attached hereto and become part of this Contract by this reference as though
fully set forth herein. CITY approved the allocation and disbursement of Community
Development Block Grant (hereinafter "CDBG") funds to CORPORATION on Aoril4. 2006.
WITNESSETH
WHEREAS, CITY has applied for and received CDBG Entitlement Program funds
(hereinafter "PROGRAM") from the United States Department of Housing and Urban
Development (hereinafter "HUD") as an entitlement jurisdiction pursuant to the provisions of
Title 1 of the Housing and Community Development Act of 1974, Public Law 93-383 as
amended; and,
WHEREAS, CITY has agreed to the use by CORPORATION, as a subrecipient, ofa
portion of CITY'S CDBG entitlement for the Project as described below to be operated within
CITY and will benefit low and very low-income households or meet another National Objective
ofthe CDBG Program;
NOW, THEREFORE, the parties agree as follows;
I. PROJECT
CITY agrees to allocate a portion of its current CDBG entitlement, and/or program
income as defined in 24 CFR 570 Subpart J, "Grant Administration," to CORPORATION as a
subrecipient, being the sum of FIFTEEN THOUSAND DOLLARS ( $15.000.00) for the
purpose of implementing the CORPORATION'S project (hereinafter "Project"), as more
particularly described in numerous exhibits marked as noted herein, attached to this Contract,
incorporated by this reference, as though fully set forth, as follows: Exhibit "A" (Project
Description), Exhibit "B" (Project Work Plan), Exhibit "c" (Proposed Implementation Time
Schedule), Exhibit "D" (Project Budget), Exhibit "E" (Certifications), Exhibit "F" (Assurances),
Exhibit "G" (Indemnity and Insurance Requirements), Exhibit "H" (Loan Agreement) if
applicable, and Exhibit "I" (Contracting Principles Documents).
4. Open to the public, meetings of its Board of Directors, if required by
California's open meeting laws, except meetings, or portions thereof, dealing with
personnel or litigation matters or as otherwise provided by law.
5. Keep minutes of all its regular and special meetings.
6. Comply with all provisions of California and Federal Non-Profit Corporation
Laws.
B. Program Performance by CORPORATION. CORPORATION shall:
1. Conduct the PROGRAM within the City of Cupertino, for the purpose of
benefiting low and very low-income households.
2. File quarterly reports as required by CITY on the type and number of services
rendered through the operation of the PROGRAM, and a description of the beneficiaries
of these services, and which reports will evaluate the manner in which the PROGRAM is
achieving its objectives and goals according to the standards established by CITY. The
progress reports will be due ten days after the close of each reporting period and must
cover the three months immediately preceding the date on which the report is filed.
3. Coordinate its services with other existing organizations providing similar
services in order to foster community cooperation and to avoid unnecessary duplication of
servIces.
4. Seek out and apply for other sources of revenue in support of its operation or
services from local, state, federal and private sources and, in the event of receipt of such
award, inform CITY within ten days.
5. Include an acknowledgement of CITY funding and support on
CORPORATION stationery and on all appropriate project-related publicity and
publications using words to the effect: "funded in whole or in part by the City of
Cupertino through the Housing and Community Development Act of 1974, as amended."
6. CORPORATION agrees it will carry out the principles as provided in
Presidents Executive Order 11246 of September 24, 1965.
7. Utilize disadvantaged business enterprises (DBE) vendors, suppliers, and
contractors to the maximum extent feasible, for items funded pursuant to this Contract, in
accordance with City policy.
7. Comply with the requirements of the Secretary of Labor in accordance with the
Davis-Bacon Act as amended, the provisions of Contract Work Hours, the Safety
Standards Act, the Copeland "Anti-Kickback" Act (40 U.S.c. 276, 327-333) and all other
applicable federal, state and local laws and regulations pertaining to labor standards
Page 3 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
of Section 3 ofthe Housing and Urban Development Act of 1968, as. amended, 12 U.S.c.
1701. Section 3 requires that to the greatest extent feasible opportunities for training and
employment be given to lower income residents of the project area and agreements for
work in connection with the project be awarded to business concerns which are located
in, or owned in substantial part by persons residing in, the areas of the project."
The CORPORATION certifies and agrees that no contractual or other disability
exists which would prevent compliance with the requirements.
b. Notifications. The CORPORATION agrees to send to each labor
organization or representative of workers with which it has a collective bargaining
agreement or other agreement or understanding, if any, a notice advising said labor
organization or worker's representative of its commitments under this Section 3 clause
and shall post copies of the notice in conspicuous places available to employees and
applicants for employment or training.
c. Subcontracts. The CORPORATION will include this Section 3 clause in
every subcontract and will take appropriate action pursuant to the subcontract upon a
finding that the sub-Subrecipient is in violation of regulations issued by CITY. The
CORPORATION will not subcontract with any sub-Subrecipient where it has notice or
knowledge that the latter has been found in violation of regulations under 24 CFR 135
and will not let any subcontract unless the sub-Subrecipient has first provided it with a
preliminary statement of ability to comply with the requirements of these regulations.
C. Fiscal Responsibilities of CORPORATION. CORPORATION will:
1. Appoint and submit the name of a fiscal agent who will be responsible for the
financial and accounting activities of CORPORATION, including the receipt and
disbursement of CORPORATION funds. The CITY must immediately be notified in
writing of the appointment of any new fiscal agent and that agent's name.
2. Comply with the requirements and standards of Title 24 Code of Federal
Regulations, Part 570 ofthe Housing and Urban Development regulations concerning
CDBG and all federal regulations and policies issued pursuant to these regulations and
OMB Circular No. A-122 "Cost Principles for Non-Profit Organizations, and with the
following Attachments to OMB Circular A-II0:"
a) Attachment A, "Cash Depositories," except for paragraph 4 concerning
deposit insurance;
b) Attachment B, "Bonding and Insurance;"
c) Attachment C, "Retention and Custodial Requirements for Records", except
that in lieu of the provisions in paragraph 4, the retention period for records
pertaining to individual CDBG activities starts from the date of submission of the
Page 5 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
costs. Disallowed costs may be identified through audits, monitoring or other sources.
CORPORATION is required to respond to any adverse findings, which may lead to.
disallowed costs subject to provisions ofOMB Circular A-122, "Cost Principles for Non-
Profit Organizations."
D. Establishment and Maintenance of Records. CORPORATION shall:
1. Maintain complete and accurate records of all its transactions including, but
not limited to, contracts, invoices, time cards, cash receipts, vouchers, canceled checks,
bank statements, client statistical records, personnel, property and all other pertinent
records sufficient to reflect properly (a) all direct and indirect costs of whatever nature
claimed to have been incurred or anticipated to be incurred to perform this Contract or to
operate the PROJECT, and (b) all other matters covered by this Contract.
2. Maintain client data demonstrating client eligibility for services provided for
the Project. Such data will include, but not be limited to, client name, address, income
level or other basis for determining ~ligibility, and description of service provided. Such
information will be made available to CITY monitors for review upon request.
E. Preservation of Records. CORPORATION will preserve and make available its records:
1. Until five years following date of final payment of this contract, or
2. For such longer period, if any as is required by applicable law; or
3. If this Contract is completely or partially terminated, the records relating to the
work terminated will be preserved and made available for a period of five years from the
date of termination.
F. Examination of Records and Facilities. At any time during normal 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 (a) five years after final payment under
this Contract, (b) five yeats from the date of termination of this Contract, or (c) such longer
period as may be described by applicable law, have access to and the right to examine its plants,
offices and facilities used in the performance of this Contract or the operation of the PROJECT,
and all its records with respect to the PROJECT and all matters covered by this Contract.
CORPORATION also agrees that CITY or any duly authorized representatives will have the
right to audit, examine, and make excerpts or transactions of and from, such records and to make
audits of all contracts and subcontracts, invoices, payrolls, records of personnel, conditions of
employment, materials and all other data relating to the PROJECT and matters covered by this
Contract. CORPORATION 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.
Page 7 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
V. PROGRAM COORDINATION
A. CITY. The CITY Executive will assign a single DIRECTOR for CITY who will render
overall supervision of the progress and performance of this Contract by CITY. All services
agreed to be performed by CITY will be at the overall direction of the DIRECTOR.
B. CORPORATION. As of the date hereof, CORPORATION has designated Beverlv
Jackson to serve as EXECUTIVE DIRECTOR and to assume overall responsibility for the
progress and execution of this Contract. The CITY will be immediately notified in writing of the
appointment of a new EXECUTIVE DIRECTOR.
C. NOTICES. All notices or other correspondence required or contemplated by this
Contract shall be sent to the parties at the following addresses:
CITY:
Attention: Vera Gil
Housing Services Division
Community Development Department
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
CORPORATION:
Beverlv Jackson. Executive Director
Name and Title of Executive Director
Rebuilding Together Silicon Valley
Corporation
2885 Aiello Drive. Suite A
Address of Corporation
San Jose. CA 95151
City, State, ZIP
All notices will either be hand delivered or sent by United States mail, registered or certified,
postage prepaid. Notices given in such a manner will be deemed received when hand delivered
or seventy-two (72) hours after deposit in the United States mail. Any party may change his or
her address for the purpose ofthis section by giving five days written notice of such change to
the other party in the manner provided in this section.
VI. CONTRACT COMPLIANCE
A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROJECT
performance is the mutual responsibility of both CITY and CORPORATION. CORPORATION
must furnish all data, statements, records, information and reports necessary
Page 9 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
VII. TERMINATION
A. Termination for Cause. CITY may terminate this Contract by providing written notice to
CORPORATION, for any of the following reasons: uncorrected Contract non-compliance as
defined in Section VI, Paragraph B; CORPORATION is in bankruptcy or receivership; a
member of the CORPORATION'S Board of Directors or the executive director is found to have
committed fraud or; there is reliable evidence that CORPORATION is unable to complete the
Project as described in the attached Exhibits. The date of termination will be as specified in the
notice.
B. Termination for Convenience. In addition to the CITY'S right to terminate for cause set
forth in Section VI, either CITY or CORPORATION may suspend or terminate this Contract for
any reason by giving thirty (30) days prior written notice to the other party. Upon receipt of such
notice, performance of the services hereunder will be immediately discontinued.
C. Upon termination, CORPORATION will:
1. Be reimbursed for all documented allowable costs and expenses incurred in
connection with the Project up to the date of such termination. CITY will be obligated to
compensate CORPORATION only for allowable costs and expenses as determined by an
audit or other monitoring method;
2. Turn over to CITY immediately 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 Contract. Such materials will become
property of CITY. CORPORATION, however, will not be liable to CITY'S use of
incomplete materials or for CITY'S use of completed documents if used for other than
the services contemplated by this Contract; 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 will be
returned to the CITY unless otherwise negotiated by separate contract.
D. Upon termination of this Contract, CORPORATION must immediately provide CITY
access to all documents, records, payroll, minutes of meetings, correspondence and all other data
pertaining to the CDBG entitlement fund granted to CORPORATION pursuant to this Contract.
VIII. PURCHASING REAL OR PERSONAL PROPERTY
CORPORATION and CITY will comply with all applicable Federal Regulations as detailed by
24 CFR Part 570, Subpart J, i.e. 570.500 (Definitions), 570.503 (Agreements with
Subrecipients), 570.504 (Program Income), and 570.505 (Use of Real Property), with regards to
the use and disposal of Real or Personal Property purchased in whole, or in part, with CDBG
funds.
Page 11 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
IX. PROGRAM INCOME
Income generated by the Project, is Program Income and shall be regulated by all provisions of
Title 24 CFR 570 Subpart J "Grant Administration," 570.503 "Agreements with Subrecipients,"
and 570.504 "Program Income." CORPORATION will annually report all program income
generated by activities carried out with CDBG funds made available under this Contract. By way
of further limitations, CORPORATION may use such income during the Contract period for
. activities permitted under this Contract and shall reduce requests for additional funds by the
amount of any such program income balances on hand. All unused program income shall be
returned to the CITY at the end of the Contract period.
X. INDEPENDENT CONTRACTOR
This is a Contract by and between independent contractors and is not intended and will not be
construed to create the relationship of agent, servant, employee, partnership, joint venture or
association between CORPORATION and CITY. CORPORATION, including its officers,
employees, agents or independent contractors or subcontractors, shall not have any claim under
this Contract or otherwise against CITY for any Social Security, Worker's Compensation, or
employee benefits extended to employees of CITY.
XI. ASSIGNABILITY
A. None ofthe work or services to be performed hereunder will be assigned, delegated or
subcontracted to third parties without the prior written approval of CITY. Copies of all third
party contracts shall be submitted to CITY at least ten days prior to the proposed effective date.
In the event CITY approves of any such assignment, delegation or sub-contract, the
subcontractors, assignees or delegates shall be deemed to be employees of CORPORATION, and
CORPORATION will be responsible for their performance and any liabilities attaching to their
actions or omissions.
B. This Contract may not be assumed nor assigned to another CORPORATION, person,
partnership or any other entity without the prior written approval of CITY.
XII. DISCLOSURE OF CONFIDENTIAL CLIENT INFORMATION
CITY and CORPORATION agree to maintain the confidentiality of any information regarding
applicants for services offered by the PROJECT pursuant to this Contract or their immediate
families which may be obtained through application forms, interviews, tests, reports from public
agencies or counselors, or any other source. Without the written permission of the applicant,
such information will be divulged only as necessary for purposes related to the performance or
evaluation of the services and work to be provided pursuant to this Contract, and then only to
persons having responsibilities under this Contract, including those furnishing services under the
PROJECT through approved subcontracts.
Page 13 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
XVI. AMENDMENTS
Amendments to the terms or conditions of this Contract must be requested in writing by a duly
authorized representative of the party desiring such amendments, and any such amendment shall
be effective only upon the mutual agreement in writing of the parties hereto. Amendments will
not invalidate this Contract, nor relieve or release the CITY or the CORPORATION from its
obligations under this Contract.
XVII. INTEGRATED DOCUMENT
This Contract contains the entire Agreement between CITY and CORPORATION with respect to
the subject matter hereof. No written or oral Agreements with any officer, agent or employee of
CITY prior to execution of this Agreement shall affect or modify any of the terms of obligations
contained in any documents comprising this Agreement.
XVIII. MISCELLANEOUS
A. The captions and section headings used in this Contract are for convenience of reference
only, and the words contained herein will, in no way, be held to explain, modify, amplify or aid
in the interpretation, construction or meaning of the provisions ofthis Contract.
B. All Exhibits attached hereto and referred to in this Contract are incorporated herein by
this reference as if set forth fully herein. Exhibits are as follows: Exhibit "A" (PROJECT
Description), Exhibit "B" (PROJECT Work Plan), Exhibit "C" (Proposed Implementation Time
Schedule), Exhibit "D" (Project Budget), Exhibit "E" (Certifications), Exhibit "F" (Assurances),
Exhibit "G" (Indemnity and Insurance Requirements), Exhibit "H" (Loan Agreement) if
applicable, and Exhibit "f' (Contracting Principles Documents).
Page 15 of 16
H:\-CDBG\Subrecipient Agreements\Rebuilding Together Agreement.doc
EXHIBIT A
PROJECT PROPOSAL COVER SHEET
;J hn.o
D Single Family D Homeownership D New Construction
D Multifamily
~bilitation
D Rental
D Mixed Use
D Public Service
Project Description:
Please describe the project with as many details as possible. Include general information, such
as the number of units, number of Cupertino residents that will be served, services that will be
provided, etc.
(2. .e/btu IA"If1q -r03citJ~y l0" II . r.epilr fwo or mO(L- .
home~ tr)( (OW -ir\c.vfVt ~ pwpLL In Cupdf,nu iJJ,th.
~ e." f]rt m arc~ ('..01'\ s ,<:lex-<^. tI 0 f3 Ix Ins 'f-h L- (!.o r (echo v1
of -5a~eJy ha2_axds I Sexvlu5 are- opeAl -to ~l/
C!-~pe.rki')lo homC:{)llJl'lei5 T Com mLl111 ht tad d-i ~ .
-rJ--il S prOj ~ W II) i m pa..d' .;)- 4- (e5ldevrls L(J ( +/.1
3.;5 r-epclI r5.
<J
~
~
Q
'ti
CI:l
""l
::t.
:ll
o
.. ...
"0 "'d ~ ::=I . ~ ;-3 :;0 ~
d d 0 = 0 t'D t'D 0
......nS=:::::=n=
~ t'D"O ~~ s d rI'J
......~;"t'D::.;"~~
~"O S""d.. = S rI'J
a- ~ ~ ~. 6 ~ a
="O"g~~.,o
=: d ... ...... ~ ~ """
~......~~=.,=
~ ~ ~ 5. "0
...... "" = ...... "0
"0 rI'J (JCl S =:
= no"t'D1'D
"0 l'D=rI'J
I'D "dI'DP+=
~ ('D~E;g,
o =~~
., ......P'+O
~ = ., =
= = ~. =
J:l s::l.=P'+
~ ..... o.
= =
(JCl rI'J
.
is?
:ll
Vli}
it
~.
:::....
~
'"I:j
....
o'
~
:::to
o
:ll
'c>
""l
~
:ll
:::....
s"
OIl
'"Ij
~
c::,
v,
C:;
0\
=-00
o t'D
S ~
I'D t'D
o N
~ I
= ,1::0.
('D =
~ =
~
=
"0
-
...
n
=
P'+
I'D
~
(j
=
"0
t'D
.,
......
5;-
o
. . . .
:;O"'d"'d(j
~ d d =:
., ............ ~
5. ~ ~ P'+
P'+P'+......=
SrI'J="O
I'D ~ "0"0
J:l t'D "0 =:
~~=f)
o ..... n =
"""o==:
~==:o
00=
- = 0
= ., =
= I'D P'+
P'+ ~.,
I'D ... I'D
I'D I'D =
~ ~ n
=-
~
"0
.,
o
......
I'D
n
P'+
.
.
~
o
S
"0
-
t'D
P'+
I'D
W
I
Ul
rI'J
~
~
.,
I'D
"0
=
...
.,
rI'J
1:I:l(j~
., = ...
o "0 ~
~ ~ ::!.
=P'+C'
I:I:l S' S.
= 0 ...
(JCl n ~
., 0
~ S ~
.:s' e 0
..... = =
t'D = ~
= ..... ~
ft~=
n
= =-
~ t::2
=<<
n I'D
... .,
&lJ rI'J
~
= 0
= Ul
~
\0
o
....
....
N
"a"'d
~ d
OO~
"0 =
I'D n
o. ft
::=10
n .,
2:~
= .....
S ;"
I'D rI'J
::!. e;-
n =
= I'D
-rI'J
~......
= 0
~C'
= t'D
~=
=-g
I'D 0
= S
"'d"O
~ ~
~. =-
C'I'D
;"~
'-'
....
~
I:I:l
I'D
=
n
~=-
~ ~
~.,
= ""
W~nrI'J
a~=-~
rei ,0 t:=
= = I'D
~==
o .., I'D
,I::o.rl'Jrt::=l
;-~. ., n
0" ...
- =
('tI ::!.
I'D
rI'J
NIO
:: =
~=
=
~
'<'
;-3
o
~
~
-
00
"0
I'D
n
51
n
>-
n
P'+
<.
...
......
...
I'D
rI'J
'"d
~
o
;a
(j
~
2:
~
:;0
I'D
C'
=
....
-
s::l.
S"
~
o
I'D
P'+
=-
I'D
.,
==
o
S
I'D
:;0
I'D
.,
=
S
>-
~
~
2:
~
~
i
....
p
:;0
t'D
C'
=
.....
s:
....
=
~
o
('D
......
=-
('D
.,
00
....
-
....
n
o
=
-<
=
-
-
I'D
"'d(j
:;o~
0;-3
~t;j~
~~o
N~~
g~~
UlOLj
N:;o"'d
o~~
~ ~
"'d~
~2:
~o
~
~
~
"'d
~
~
~
....
N
---
Ul
---
o
Ul
en
\
~
+
~
~ .~ ""C
'"l
~ """-.l..... 0
'e
~ 0
- lfi .~ ~~
G ;.:'~
t") .....
X 7<( _. e:..a
y 8 ~"e.
~ ~
.:s ~ a
'"l ~
""f\ N=
x ~ o_
r:; r~
---...
~ -x r- ?'\ ~ '*
I ....
~~
>< ~ x ><- 'K x- 0
~ =-
~
~
X ~ =
r -
f<' ~ 0 ~
-<
X "~ 'X, -x. t:;
~
n
X ~ 'K x ~
~
=
'K 7<- "f )<. ~
x ~.
C"
~
--X "X ~ ~
(>< r ~ -
?< X ~ ~
...
~
'0 "r:-- X r<. .>\ X ~
.....
co
.....
X r- X ~
'K ~
Y--. ~ ~ ~
=
""C
'"l
o
.....
~
t")
-
>
CJ'Q
~
=
t")
'-<
z
~
a
~
..
z
~
a
~
..
D
~
~
tJ
'6
(\)
"'/
"'-
;:;.
c
0\
~
;:j
g.
"'/
e..
N'
(\)
~
~
~
o.
~
"'-
O'
;::,:
'c>
"'/
~
;::,:
~
;:;.
~
'1'j
'"'<:
c
~
c::s
0,
,..,
o
,..,
~
lOI3
,...
1II
b
c
?
~~M~
1'D~..c~
~ ~ 5.0
..... .., 't:l I:..i
.., ..... a t;z;l
I">!.n>(j
Q '" = .....:l
~ l""t-~
'" (j
o
z
t;Il
,..,
~
(j
~
o
~
lOI3
,...
1II
b
c
?
~
~~>>~
~ '" = I"> I:..i
~.~e:St;z;l
:'~O;=(j
-===,..,
~:icrClS-M
Q ~crCl ~
= I'D t;Il "=
(j "'n>~
Q .., z
a ~. t;Il
'E. :i~
;. '" t;Il
=
I">
n>
~~o~~~~
..g '" 8l=~ -.-
-. S" ;:; =: ~ sa..g
;;:, '0 crCl I'D ;' !:Eo _. =-
~an>t;Il", ~Q
.gg.g ;
e:. flit. ~ ~
.., ~.... ~
~ lJ.: ~
S'
P+
I'D
=
~
=
I">
I'D
o
"';j
~::J
aQ
~
~
~
z
t;Il
~
t;Il
t::cI~~
n>n>~
::I ..,
n> '"
~~
'" = t;Il
!!. .~
(j '"C
> ~
,..,. .....
t"'.1 ~
~ P+
o Z
:;d S
-< ~
t::cI
e
~
,..,
"';j
o
:;d
~
~
:;d
C1>
cr'
s.
s:
S'
>--'l
o
C1>
Et-
~
::r:
o
~
:;d
C1>
s
>
crCl
n>
::I
I">
'<
Z
~
a
~
,...
,...
:;d
g.
.::
.....
-
0-
S'
>--'l
o
C1>
Et-
C1>
.....
lZl
:::.
o.
o
::I
-<
e:.
-
C1>
"';j
Q
..,
"';j>
~8t;1:1
Nee
c=
c::l
A,P+C')
N:;d~
g,g l-3
1II;
'"
P+
('II
Q.
~
~
-
n>
~
..,
n>
't:l
~
..,
n>
Q.
>-'
tv
--
VI
25
Vl
EXHIBIT E
BASIC INSURANCE AND BOND REQUIREMENTS FOR
NON-PROFIT CONTRACTS
Definition of Contractor: The "Contractor" as the word is used herein is the party contracting
with the City of Cupertino for the direct distribution of CDBG funds. If your organization will
be contracting for construction work (such as general contractors building rental apartments) to
undertake a Program (as defined in this Non-Profit/City Contract) then the requirements set forth
herein shall be complied with by the party contracted with for construction work protecting both
the non-profit and the City.
Indemnity
The Contractor shall indemnify, defend, and hold harmless the City of Santa Clara (hereinafter
"City"), its officers, agents and employees from any loss, liability, claim, injury or damage arising
out of, or in connection with performance of this Contract by Contractor and/or its agents,
employees or subcontractors, excepting only loss, injury or damage caused solely by the acts or
omissions of personnel employed by the City. It is the intent of the parties to this Contract to
provide the broadest possible coverage for the City. The Contractor shall reimburse the City for
all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation in which
the Contractor is obligated to indemnify, defend and hold harmless the City under this Contract.
Insurance
Without limiting the Contractor's indemnification of the City, the Contractor shall provide and
maintain at its own expense, during the term of this Contract, or as may be further required
herein, the following insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the Contractor shall provide on the City's own form or a
form approved by the City's Insurance Manager an original plus one copy of a Certificate of
Insurance certifying that coverage as required herein has been obtained and remains in force for
the period required by this Contract. The contract number and project name must be stated
on the Certificate of Insurance. The City's Special Endorsement form shall accompany the
certificate. Individual endorsements executed by the insurance carrier may be substituted for the
City's Special Endorsement form if they provide the coverage as required. In addition, a certified
copy of the policy or policies shall be provided by the Contractor upon request.
This verification of coverage shall be sent to the address as shown on the City's Certificate of
Insurance form and to the Housing and Community Development Program at the address set
forth in this Contract at Section VI. PROGRAM COORDINATION, Paragraph c., NOTICES.
The Contractor shall not issue a Notice to Proceed with the work under this Contract until it has
obtained all insurance required and such insurance has been approved by the City. This approval
of insurance shall neither relieve nor decrease the liability of the Contractor.
EXHIBIT E - NON-PROFITS
1
REVISED 6/8/95
c. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability.
f, Severability of Interest clause providing that the coverage applies separately to
each insured except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies of
which shall be provided to the City:
a. Additional Insured Endorsement:
Such insurance as is afforded by this policy shall also apply to the City of
Cupertino, and members of the City Council, and the officers, agents and
employees of the City of Cupertino, individually and collectively, as additional
insureds,
b. Primary Insurance Endorsement:
Such insurance as is afforded by the additional insured endorsement shall apply as
primary insurance, and other insurance maintained by the City of Cupertino, its
officers, agents, and employees shall be excess only and not contributing with
insurance provided under this policy.
c, Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be cancelled nor the coverage reduced by the Company
without 30 days prior written notice of such cancellation or reduction in coverage
to the City of Cupertino at the address shown on the Certificate of Insurance.
d. Contractual Liability Endorsement:
This policy shall apply to liability assumed by the insured under written contract
with the City of Cupertino.
e. Personal Injury Endorsement:
The provisions of this policy shall provide Personal Injury coverage.
f. Severability of Interest Endorsement:
EXHIBIT E - NON-PROFITS
3
REVISED 6/8/95
obtained, Failure to give such notice may be cause for termination of this Contract, at the
option of the City,
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be
maintained by the Contractor and any approval of said insurance by the City or its
insurance consultant(s) are not intended to and shall not in any manner limit or
qualify the liabilities and obligations otherwise assumed by the Contractor
pursuant to this Contract, including but not limited to the provisions concerning
indemnification.
b. The City acknowledges that some insurance requirements contained in this
Contract may be fulfilled by self-insurance on the part of the Contractor.
However, this shall not in any way limit liabilities assumed by the Contractor
under this Contract. The City shall approve any self-insurance in writing.
c. The City reserves the right to withhold payments to the Contractor in the event of
material noncompliance with the insurance requirements outlined above.
d. If the Contractor fails to maintain such insurance as is called for herein, the City
must order the Contractor to immediately suspend work at Contractor's expense
until a new policy of insurance is in effect.
EXHIBIT E - NON-PROFITS
5
REVISED 6/8/95
All policies shall contain a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development Department as
stated above, and the Contractor at the following address:
~~~~~:~~~~ ~:~[; Va //6j
Street Address
~n :\OY"') CA Olf=> ISJ
City, State, Zip
C. Qualifying Insurers
1. All policies shall be issued by companies which hold a current policy holder's alphabetic
and financial size category rating of not less than A VIII, according to the current Best's
Key Rating Guide, unless otherwise approved by the City.
2. Surety coverage (including bid, performance and payment bonds) shall be required as
follows:
a. For projects in excess of$100,000:
1. Either a California Admitted Surety OR a current Treasury Listed Surety
(Federal Register); and either a current A.M. Best A IV rated Surety OR a
current Standard and Poors (S&P) rating of A;
2. An admitted surety insurer which co~plies with the provisions of the
Code of Civil Procedure, Section 995.660*;
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is
approved by the City's Insurance/Risk Manager.
b. For projects between $25,000 and not exceeding $100,000:
1. A California Admitted Surety and either a current A.M, Best B rated
Surety OR a current Standard and Poors (S&P) rating ofB B;
OR
2. An admitted surety insurer which complies with the provisions of the
Code of Civil Procedure, Section 995,660*;
* California Code of Civil Procedure Section 995,660 in summary, states that an admitted surety must provide: 1) the
original, or a certified copy of instrument authorizing the person who executed the bond to do so; 2) a certified copy
of the Certificate of Authority issued by the Insurance Commissioner; 3) a certificate from City Clerk of Santa Clara
City that Certificate of Authority has not been surrendered, revoked, canceled, annulled or suspended; 4) a financial
statement showing the assets and liabilities of the insurer at the end of the quarter calendar year, prior to 30 days
next preceding the date of the execution of the bond.
EXHIBIT E - NON-PROFITS
7
REVISED 6/8/95
4. For either type of insurance, coverage shall include the following endorsements, copies of
which shall be provided to the City and the Contractor:
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the City of Cupertino and
Contractor as additional insureds.
b. Primary Insurance Endorsement:
Insurance afforded by the additional insured endorsement shall apply as primary
insurance, and other insurance maintained by the City of Cupertino and the
Contractor shall be excess only and not contributing with insurance provided
under this policy.
c,
Notice of Cancellation or Change of Coverage
Endorsement:
This policy may not be canceled nor the coverage reduced by the Company
without 30 days prior written notice of such cancellation or reduction in coverage
to the City of Cupertino CDBG Program, and the Contractor at the addresses set
forth on page 10 of this Addendum.
d. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured who is
seeking coverage or against whom a claim is made or a suit is brought, except
with respect to the Company's limit of liability,
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and
property damage which provides total limits of not less than one million dollars
($1,000,000) combined single limit per occurrence applicable to all owned, non-owned
and hired vehicles.
6, Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-
states endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000)
per occurrence for all employees engaged in services or operations under this
Contract.
7. Work and Materials Insurance (including but not limited to Builder's Risk, Course of
Construction, Installation Floater or similar first party property insurance for covering the
interest of the Contractor and the City) shall be provided by the Contractor.
EXHIBIT E - NON-PROFITS
9
REVISED 6/8/95
insure the replacing of, or making acceptable, any defective materials or faulty
workmanship.
Should any surety or sureties be deemed unsatisfactory at any time by the City
notice will be given Contractor to that effect, and Contractor shall forthwith
substitute a new surety or sureties satisfactory to the City. No further payment
shall be deemed due or will be made under the Contract until the new sureties
qualify and are accepted by the City.
All alterations, time extensions, extra and additional work, and other changes
authorized by the Specifications, or any part of the Contract, may be made without
securing consent of the surety or sureties on the contract bonds.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage
to be maintained by the General and any approval of said insurance by the City or
the Contractor are not intended to and shall not in any manner limit or qualify the
liabilities and obligations otherwise assumed by the General pursuant to this
Contract, including but not limited to the provisions concerning indemnification.
b. The Contractor reserves the right to withhold payments to the General in the event
of material noncompliance with the insurance requirements outlined above.
c. The Contractor shall notify the City Community Development Department
promptly of all losses or claims over $25,000 resulting from work performed
under this contract, or any products/completed operations loss or claim against the
contractor resulting from any of the contractor's work.
EXHIBIT E - NON-PROFITS
11
REVISED 6/8/95
EXHIBIT F
ASSURANCES
CORPORATION hereby assures and certifies that it will comply with all regulations, policies,
guidelines and requirements applicable to the acceptance and use of Federal funds for this Federally-
assisted program and will be responsible for implementing and complying with all relevant future
changes to Federal Regulations or OMB Circulars, Specifically CORPORATION gives assurances and
certifies with respect to the PROGRAM that it is in compliance with the following Regulations as
defined by 24 CFR, Part 570, Subpart J; 24 CFR, Part 570, Subpart K; and will be conducted and
administered in conformity with "Public Law 88.352 and Public Law 90-284.
1. 570.601. Public Law 88-352 and Public Law 90-284; affirmatively furthering fair housing;
Executive Order 11063, as amended by Executive Order 12259 addresses discriminatIon, HUD
regulations implementing Executive Order 11063 are contained in 24 CFR, Part 107.
2. 570.602. Section 109 of the Act addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards,
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation, Displacement and Acquisition,
7. 570.607. Employment and Contracting Opportunities.
8, 570.608. Lead-Based Paint.
9. 570.609. Use of Debarred, Suspended, or Ineligible Contractors or Subrecipients.
10. 570.610. Uniform Administrative Requirement and Cost Principles. The CITY, its
Subrecipients, agencies or instrumentalities, shall comply with the policies, guidelines, and
requirements of24 CFR Part 85 (Common Rule), and OMB Circulars A-II0 (Grants and
Agreements with Non-Profit Organizations), A-122 (Cost Principles for Non-Profits), A-128
(Audits of State and Local Governments-implemented at 24 CFR, Part 24), and A-133 (Audits
of Institutions of Higher Education and Other Non-Profit Institutions), as applicable, as they
relate to the acceptance and use of Federal funds under this part. The applicable sections of24
CFR, Part 85 and OMB Circular A-I 00 are set forth at 570,502.
11, 570.611. Conflict of Interest.
12. 570.612. Executive Order 12372 allows States to establish its own process for review and
comment on proposed Federal financial assistance programs, specifically the use of CDBG
funds for the construction or planning of water or sewer facilities.
EXHIBIT F - ASSURANCES
1
REVISED 11/15/00