14-082 Community Development Block Grant Program City/Non-Profit Public Service Contract with West Valley Community Services OFFICE OF THE CITY CLERK
CITY HALL
10300 TORRE AVENUE•CUPERTINO,CA 95014-3255
TELEPHONE:(408)777-3223•FAX: (408)777-3366
WEBSITE:www.cupertino.org
CUPERTINO
May 22, 2015
Live Oak Adult Day Services
Attention: Colleen Hudgen
1147 Minnesota Avenue
San Jose, CA 95125
Re: First Amendment to CDBG program City/Non-Profit Public Service Contract
Enclosed is a fully executed original copy of your agreement with the City of Cupertino.
If you have any questions or need additional information, please contact the Planning
Department at (408) 777-3308.
Sincerely,
Andrea Sanders
Senior Office Assistant
cc: Planning
Enclosure
FIRST AMENDMENT
TO COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM
CITY/NON-PROFIT PUBLIC SERVICE CONTRACT
The First Amendment to Contract is entered into between LIVE OAK ADULT DAY
SERVICES (CORPORATION) and the CITY OF CUPERTINO (CITY) to amend the
Contract entered into pursuant to the Catalog of Federal Domestic Assistance (CFD A) for
allocation and disbursement of Community Development Block Grant (CDBG) funds to
Corporation dated July 1. 2014 (CONTRACT).
WITNESSETH
WHEREAS, the CITY has applied for and received a FY 2015-16 funding allocation for
CDBG funds from the United States Department of Housing and Urban Development(HUD);
and
WHEREAS, the City Council authorized the City Manager execute amendments with
organizations as needed to implement the FY 2015-16 allocation of CDBG funds; and
WHEREAS, the parties wish to enter into this amendment to increase CORPORATION's
CDBG entitlement, extend the term of the CONTRACT, revise the Project Description,
Implementation Time Schedule and Project Budget;
THEREFORE, the parties agree as follows:
lr Section I,-entitled "Program," is revised to"read as follows:
For the period of July 1,2014 to June 30, 2015, CITY agrees to allocate a portion of its
CDBG entitlement, as defined in 24 CFR 570 Subpart J, "Grant Administration," to
CORPORATION as a subrecipient for eligible public service activities, in the sum of
Fourteen Thousand Nine Hundred and Twenty Three Dollars and No Cents
($14,923.00) for the purpose of implementing the CORPORATION'S project, as more
particularly described in Exhibits A-F.
For the period of July 1, 2015 to June 30, 2016, CITY agrees to allocate a portion of its
current CDBG entitlement, as defined in 24 CFR 570 Subpart J, "Grant Administration," to
CORPORATION as a subrecipient for eligible public service activities, in the sum of
Fourteen Thousand Two Hundred and Fifty Four Dollars and No Cents ($14,254.00) for
the purpose of implementing the CORPORATION'S project, as more particularly described in
Exhibits A-F as noted herein, attached to this First Amendment.
The total CDBG allocation f or FY 2 014-15 through FY 2 015-16 shall not exceed
Twenty Nine Thousand One Hundred and Seventy Seven Dollars and No Cents ($29,177.00).
2. Section II, "Term," is amended to read as follows, the purpose of this Contract is for the CITY
to disburse Grant funds for eligible activities. Unless amended prior to its expiration, the term
of this Contract for disbursement purposes will begin on July.1,2015 and will end on June 30,
Page 1 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
2016, unless terminated earlier pursuant to Section VI or Section VII of the Contract.
3. The following Exhibits to the Contract are hereby added to read as shown in the attachments to
this Amendment:
1. Exhibit A: Program Description
2. Exhibit B: Program Work Plan
3. Exhibit C: Program Implementation Timeline Schedule
4. Exhibit D: Program Budget
5. Exhibit E: Basic Insurance and Bond Requirements for Non-Profit Contracts
6. Exhibit F: Assurances
4. All terms, covenants and conditions stated in the CONTRACT, which are not herein amended,
remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Amendment effective on the
later date shown below.
AGENCY: CITY OF CUPERTINO, a municipal
Live Oak Adult Day Services corporation
BY: erl' BY: M/zr 1?11Pjyfi*VPk
(Print Nam (Print Name)
s-
Colleen Hudgen Date David Brandt Date
Executive Director City Manager
APPROVED AS TO FORM AND ATTEST:
L ALITY:
T6drs-
Carol Korade Date Grace Schmidt Date
City Attorney City Clerk
EXPENDITURE DISTRIBUTION
ACCOUNT NUMBER AMOUNT
260-72-710-600-623
PO 4Ais,bo0006 g+ -
Original Contract: I
Total:
Page 2 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EXHIBIT A
PROGRAM DESCRIPTION
Agency.Name:. DUNS#:
Live Oak Adult Day Services 148217268
Executive Director: Project Manager: Project#(For Office Use Only)
Colleen Hudgen Colleen Hudgen CDBG-2015-2
Street Address: City: State: Zip Code:
1147 Minnesota Avenue San Jose California 95125
Telephone number: Fax Number: Project Manager E-mail Address:
408.971.9363 408.971.9079 liveoakdaycare@att.net
Name of Project/Program:
Senior Adult Day Care
Project/Program Location:
Live Oak Adult Day Care Center,20920 McClellan Road, Cupertino, California 95014
Program Description:
The specialized program of adult day care for frail, dependent low-income Cupertino seniors is geared to maximize
the social experience and mental stimulation of elderly clients, improve/sustain innate resilience and mental and
physical functioning, and enhance their overall quality of life through recreation, exercise, companionship and
nutritious meals. Cupertino seniors with chronic age-related disorders (dementia, Alzheimer's, Parkinson's, stroke,
etc.) attend the center every weekday,receiving special care and individualized attention from professional staff and
devoted volunteers who schedule daily activities, serve meals and snacks and assist those with special needs.
Caregiver respite services, i.e., counseling, in-home assessments, information and referrals, and Caregiver Support
Workshops, are provided to client families to reduce stress and help them care for and maintain their senior loved
ones at home.
During FY 2015-16, the LIVE OAK adult day care center at 20920 McClellan Rd. will serve 11 frail, dependent,
low-income Cupertino seniors with a specialized program of recreation,mental stimulation, exercise, companionship-
and nutritious meals. The same number of family caregivers will have access to important respite and support
services which will enable them to maintain jobs and personal lives while enhancing their ability to care for their
senior loved ones at home. Services will target disabled Cupertino seniors with mobility and self-care limitations due
to chronic age-related disorders which place them at high risk of social isolation, repeated hospitalizations and
premature institutionalization. Typical conditions of senior clients include dementia, onset of Alzheimer's,
Parkinson's Disease, stroke, cardiovascular disease and severe depression. The majority of seniors attending the
center reside in Cupertino and Sunnyvale. The program is structured to maximize the social experience of all
participants while enhancing overall health and functioning through exercise,personal assistance,mental stimulation,
peer companionship and nutritious meals. Activities include arts and crafts, music, games,pet therapy, reminiscing,
intergenerational activities, current events, seated exercise, birthday and holiday parties, etc. Volunteers are a major
component of the project. They include De Anza and Foothill students, a Tai Chi instructor and program assistants
who have volunteered since inception of the program (33 years ago). Sliding-scale fees ($17-67/day) accommodate
low-income and indigent clients,but most can afford only a small portion of the actual cost of service. Many clients
attend at reduced fees. Adult day care also benefits family caregivers with much-needed respite, reducing the stress
of 24/7 care for a dependent elder. Counseling, referrals and Caregiver Support Workshops help families maintain
their dependent senior loved one in the home environment, avoiding emotional trauma and financial burdens
associated with institutional placement. CDBG funds from the City of Cupertino will be allocated to help cover the
salary of the Cupertino center's Program Director. Day care and respite services are provided Mon.-Fri., from 9 a.m.
to 3 p.m.
Page 3 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EX MIT B
PROGRAM WORK PLAN
FY 2015/16
AGENCY NAME: Live Oak Adult Day Services
PROJECT NAME: Senior Adult Day Care
WU® Nations!
!,0,b- d# t
Limited Clientele (LMC)
Benchmarks for Each Quarter
Objectives
pt 2nd 3rd 4th TOTAL
Enrollment of seniors in adult day care 5 3 2 1 11
program
Recreation and social activities for 5 3 2 1 11
seniors
Nutritious meals for seniors 5 3 2 1 11
Referrals to social service agencies 5 1 3 1 2 1 1 1 11
Training and educations programs 1 1 1 1 4
Increase outreach to educate public 2 2 2 2 8
Page 4 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EXHIBIT C
PROGRAM IMPLEMENTATION TIMELINE SCHEDULE
FY 2015/16
AGENCY NAME: Live Oak Adult Day Services
PROJECT NAME: Senior Adult Day Care
Activity Number &Description:
#L Enrollment of Cupertino seniors
#2.Recreation and social activities for seniors
#3.Nutritious meals for seniors
#4.Referrals to social service agencies
#5.Training and educations programs
#6. Outreach and educate public
„Acttvity'-# ;Jul Au' Se Oct, INoy Dec Jari', ;Feb, 1VIar' A' r` lyIay, Jun Total
1 0 1 1 1 1 1 1 1 1 1 1 1 11
2 0 1 1 1 1 1 1 1 1 1 1 1 11
3 0 1 1 1 1 1 1 1 1 1 1 1 11
4 0 1 1 1 1 1 1 1 1 1 1 1 11
5 00 1 0 0 1 0 0 1 0 0 1 4
6 0 1 1 0 1 1 0 1 1 0 1 1 8
Page 5 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EXHIBIT D
PROGRAM BUDGET
FY 2015/16
Agency Name: Live Oak Adult Day Services
Project Name: Senior Adult Day Care
Salaries/Benefits/Payroll/Taxes $14,254.00
Office Supplies $0.00
Communication $0.00
Publications/Printing/Advertising $0.00
Travel $0.00
Rent/Lease/Mortgage $0.00
Utilities $0.00
Insurance $0.00
Equipment Rental/Maintenance $0.00
Audit/Legal/Professional Services (for CDBG portion only) $0.00
Direct Services (Funding for specific service such as a meal, ride) $0.00
Contracted Services $0.00
Other $0.00
Total Expenses $14,254.00
Page 6 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
EDIT 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.
Indemni
The Contractor shall indemnify, defend, and hold harmless the City of Cupertino (hereinafter "City"), its
officers, agents and employees from any loss, liability, claim, injury or damage arising out of, or in connection
with performance of this Contract by Contractor and/or its agents, employees or subcontractors, excepting only
loss, injury or damage caused solely by the acts or omissions of personnel employed by the City. It is the intent
of the parties to this Contract to provide the broadest possible coverage for the City. The Contractor shall
reimburse the City for all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation in
which the Contractor is obligated to indemnify, defend and hold harmless the City under this Contract.
Insurance
Without limiting the Contractor's indemnification of the City, the Contractor shall provide and maintain at its
own expense, during the term of this Contract, or as may be further required herein, the following insurance
coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the Contractor shall provide on the City's own form or a form
approved by the City's Insurance Manager an original plus one copy of a Certificate of Insurance certifying that
coverage as required herein has been obtained and remains in force for the period required by this Contract.
The contract number and project name must be stated on the Certificate of Insurance. The City's Special
Endorsement form shall accompany the certificate. Individual endorsements executed by the insurance carrier
may be substituted for the City's Special Endorsement form if they provide the coverage as required. In
addition, a certified copy of the policy or policies shall be provided by the Contractor upon request.
This verification of coverage shall be sent to the address as shown on the City's Certificate of Insurance form
and to the Housing and Community Development Program at the address set forth in this Contract at Section
VI. PROGRAM COORDINATION, Paragraph C., NOTICES. The Contractor shall not issue a Notice to
Proceed with the work under this Contract until it has obtained all insurance required and such insurance has
been approved by the City. This approval of insurance shall neither relieve nor decrease the liability of the
Contractor.
B. Notice of Cancellation of Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development Department, 10300
Torre Avenue, Cupertino, CA 95014.
C. Ouali ing Insurers
Page 7 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
All policies shall be issued by companies which hold a current policy holder's alphabetic and financial
size category rating of not less than A VIII, according to the current Best's Key Rating Guide, unless
otherwise approved by the City's Insurance Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and property damage
which provides limits of not less than one million dollars ($1,000,000) combined single limit (CSL)
per occurrence.
OR
2. Commercial General Liability Insurance - for bodily injury (including death) and property damage
which provides limits as follows:
a. General limit per occurrence-$1,000,000
b. General limit aggregate-$2,000,000
C. Products/Completed Operations-$1,000,000 aggregate
d. Personal Injury limit-$1,000,000
If coverage is provided under a Commercial General Liability Insurance form,the carrier shall provide
the City Insurance Manager with a quarterly report of the amount of aggregate limits expended to that
date. If over 50% of the aggregate limits have been paid or reserved, the City may require additional
coverage to be purchased by the Contractor to restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits,of one million dollars ($1,000,000) per
occurrence/aggregate to be maintained for two (2)years following acceptance of the work by
the City.
C. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability.
f. Severability of Interest clause providing that the coverage applies separately to each
insured except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies of which shall
be provided to the City:
a. Additional Insured Endorsement:
Such insurance as is afforded by this policy shall also apply to the City of Cupertino, and members of
the City Council, and the officers, agents and employees of the City of Cupertino, individually and
collectively, as additional insureds.
Page 8 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
b. Priunary Insurance Endorsement:
Such insurance as is afforded by the additional insured endorsement shall apply as primary insurance,
and other insurance maintained by the City of Cupertino, its officers, agents, and employees shall be
excess only and not contributing with insurance provided under this policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be cancelled nor the coverage reduced by the Company without 30 days prior
written notice of such cancellation or reduction in coverage to the City of Cupertino at the address
shown on the Certificate of Insurance.
d. Contractual Liability Endorsement:
This policy shall apply to liability assumed by the insured under written contract with the City of
Cupertino.
e. Personal Injury Endorsement:
The provisions of this policy shall provide Personal Injury coverage.
f. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured that is seeking coverage or
against whom a claim is made or a suit is brought, except with respect to the Company's limit of
liability.
5. Comprehensive Automobile Liability Insurance for bodily injury (including death) and property
damage which provides total limits of not less than--one million dollars ($1,000,000) combined single
limit per occurrence applicable to all owned,non-owned and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage including a broad form all-states
endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per
occurrence for all employees engaged in services or operations under this Contract.
C. Inclusion of the City and its governing board(s), officers, representatives, agents, and
employees as additional insured's, or a waiver of subrogation.
7. Professional Errors and Omissions Liability Insurance
This type of insurance should be provided by persons/entities you contract with to provide you with
professional services.
a. Limits of not less than one million dollars ($1,000,000).
b. If this policy contains a self retention limit, it shall not be greater than ten thousand dollars
($10,000)per occurrence/event.
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FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
C. This coverage shall be maintained for a minimum of two (2) years following termination of
this Contract.
The City must first approve any exceptions to the above requirements.
8. Bond Requirements
Fidelity Bond- Before receiving compensation under this Contract, Contractor will furnish City with evidence
that all officials, employees, and agents handling or having access to funds received or disbursed under this
Contract,or authorized to sign or countersign checks, are covered by a BLANKET FIDELITY BOND in an
amount of AT LEAST fifteen percent (15%) of the maximum financial obligation of the City cited herein. If
such bond is cancelled or reduced, Contractor will notify City immediately, and City may withhold further
payment to Contractor until proper coverage has been obtained. Failure to give such notice may be cause for
termination of this Contract, at the option of the City.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be maintained
by the Contractor and any approval of said insurance by the City or its insurance consultant(s)
are not intended to and shall not in any manner limit or qualify the liabilities and obligations
otherwise assumed by the Contractor pursuant to this Contract, including but not limited
to the provisions concerning indemnification.
b. The City acknowledges that some insurance requirements contained in this Contract may be
fulfilled by self-insurance on the part of the Contractor. However, this shall not in any way
limit liabilities assumed by the Contractor under this Contract. The City shall approve any
self-insurance in writing.
C. The City reserves the right to withhold payments to the Contractor in the event of material
noncompliance with the insurance requirements outlined above.
d. If the Contractor fails to maintain such insurance as is called for herein, the City must order
the Contractor to immediately suspend work at Contractor's expense until a new policy of
insurance is in effect.
Page 10 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
ADDENDUM TO EXIIIBIT "E"
BASIC INSURANCE AND BOND REQUIREMENTS
FOR CONSTRUCTION PROJECTS USING CITY FUNDS
If your organization will be contracting for construction work (such as general contractors building rental
apartments)to undertake a Program(as defined in this Non-Profit/City Contract)then the requirements set forth
in this Addendum to Exhibit "E" shall be complied with by the party contracted with for construction work
protecting both the non-profit and the City.
Indemni
The General Contractor (hereinafter referred to as "General") shall indemnify, defend, and hold harmless the
City of Cupertino (hereinafter "City"), its officers, agents and employees, and the Contractor, it's officers,
agents and employees from any loss, liability, claim, injury or damage arising out of, or in, connection with
performance of this Contract by General and/or its agents, employees or subcontractors, excepting only loss,
injury or damage caused solely by the acts or omissions of personnel employed by the City or the Contractor.It
is the intent of the parties to this Contract to provide the broadest possible coverage for the City and the
Contractor. The General shall reimburse the City and the Contractor for all costs, attorneys' fees, expenses and
liabilities incurred with respect to any litigation in which the General is obligated to indemnify, defend and hold
harmless the City and the Contractor under this Contract.
Insurance
Without limiting the General's indemnification of the City and the Contractor, the General shall provide and
maintain at its own expense, during the term of this Contract,or as may be further required herein,the following
insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Contract, the General shall provide an original plus one copy of a Certificate of
Insurance certifying that coverage as required herein has been obtained and remains in force for the period
required by this Contract. The contract number and project name must be stated on the Certificate of Insurance.
Individual endorsements executed by the insurance carrier shall accompany the Certificate.
This verification of coverage shall be sent to the Contractor at the address stated below and to the Community
Development Department, 10300 Torre Avenue, Cupertino, CA 95014. The Contractor shall not issue a Notice
to Proceed with the work under this Contract until it has obtained all insurance required and such insurance has
been approved by the Contractor and final approval by the City. This approval of insurance shall neither relieve
nor decrease the liability of the Contractor.
B. Notice of Cancellation or Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any cancellation or
reduction in coverage to be sent to the Community Development Department as stated above, and the
Contractor at the following address:
Live Oak Adult Day Services
1147 Minnesota Avenue
San Jose, California 95125
C. Qualifying Insurers
Page 11 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
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. Sure coverage(including bid,performance and payment bonds) shall be required as follows:
a. For projects in excess of$100,000:
b. Either a California Admitted Surety OR a current Treasury Listed Surety (Federal Register);
and either a current A.M.Best A IV rated Surety OR a current Standard and Poors(S&P)rating of A;
C. An admitted surety insurer which complies with the provisions of the Code of Civil Procedure,
Section 995.660*;
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is approved by the City's
Insurance/Risk Manager.
b. For projects between$25,000 and not exceeding$100,000:
1. A California Admitted Surety and either a current A.M. Best B rated Surety OR a current
Standard and Poors(S&P)rating of B B;
OR
2. An admitted surety insurer which complies with the provisions of the Code of Civil Procedure,
Section 995.660%
OR
3. In lieu of 1 &2, a company of equal financial size and stability that is approved by the City's
Insurance/Risk Manager.
D. Insurance Required
1. Comprehensive General Liability Insurance - for bodily injury (including death) and property damage
which provides limits of not less than one million dollars ($1,000,000) combined single limit (CSL)
per occurrence.
OR
2. Commercial General Liability Insurance-for bodily injury(including death)and property damage
which provides limits as follows:
a. General limit per occurrence-$1,000,000
b. General limit aggregate-$2,000,000
C. Products/Completed Operations-$1,000,000 aggregate
d. Personal Injury limit-$1,000,000
If coverage is provided under a Commercial General Liability Insurance form,the carrier shall provide
the City Insurance Manager with a quarterly report of the amount of aggregate limits expended to that
California Code of Civil Procedure Section 995.660 in summary,states that an admitted surety must provide: 1)the original,or a certified copy of instrument authorizing
the person who executed the bond to do so;2)a certified copy of the Certificate of Authority issued by the Insurance Commissioner;3)a certificate from City Clerk of
Cupertino City that Certificate of Authority has not been surrendered,revoked,canceled,annulled or suspended;4)a financial statement showing the assets and liabilities
of the insurer at the end of the quarter calendar year,prior to 30 days next preceding the date of the execution of the bond.
Page 12 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
date. If over 50% of the aggregate limits have been paid or reserved, the City may require additional
coverage to be purchased by the General to restore the required limits.
3. For either type of insurance, coverage shall include:
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000) per
occurrence/aggregate to be maintained for two (2) years following acceptance of the work by
the City.
C. Contractual Liability expressly including liability assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability
f. Severability of Interest clause providing that the coverage applies separately to each insured
except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements, copies of which shall
be provided to the City and the Contractor:
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the City of Cupertino and Contractor as
additional insureds.
b. Primary Insurance Endorsement:
Insurance afforded by the additional insured endorsement shall apply as primary insurance,
and other insurance maintained by the City of Cupertino and the Contractor shall be excess
only and not contributing with insurance provided under this policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy may not be canceled nor the coverage reduced by the Company without 30 days
prior written notice of such cancellation or reduction in coverage to the City of Cupertino
CDBG Program, and the Contractor at the addresses set forth on page 10 of this Addendum.
d. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to each insured who is seeking coverage
or against whom a claim is made or a suit is brought, except with respect to the Company's lirnit 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.
Page 13 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per
occurrence for all employees engaged in services or operations under this Contract.
7. Work and Materials Insurance (including but not limited to Builder's Risk, Course of Construction,
Installation Floater or similar first party properly insurance for covering the interest of the Contractor
and the City) shall be provided by the Contractor.
The Contractor's coverage shall provide the following:
a. Coverage shall be provided on an "all-risk" basis.
b. Coverage shall be provided on the work and materials which are the subject of this Contract,
whether in process or manufacture or finished, including "in transit coverage to the final
agreed upon destination of delivery, and including loading and unloading operations, and such
coverage shall be in force until the work and materials are accepted by the City.
C. City and non-profit shall be named as additional insured as its interests may appear at the time
of loss. .
d. Coverage shall be in an amount no less than the full replacement value of the property at the
time of loss.
e. The deductible shall not exceed $1,000 per occurrence unless otherwise approved by the City
and shall be borne by the Contractor.
£ If the construction contractor fails to maintain such insurance as is called for herein, the City
shall have cause to terminate this Contract in accordance with Section V,paragraph B.
8. . Bond Requirements,
The following bond requirements apply:
a. Contract Bonds -Prior to execution of the Contract, Contractor shall file with the City on the
approved forms, the two surety bonds in the amounts and for the purposes noted below, duly
executed by a reputable surety company satisfactory to City, and Contractor shall pay all
premiums and costs thereof and incidental thereto. Both Contractor and the sureties shall sign
each bond.
b. The "payment bond for public works" shall be in an amount of one hundred percent
(100%) of the Contract price, as determined from the prices in the bid form, and shall insure to
the benefit of persons performing labor or furnishing materials in connection with the work of
the proposed Contract.This bond shall be maintained in full force and effect until all
work under the Contract is completed and accepted by the City, and until all claims for
materials and labor have been paid.
C. The "performance bond" shall be in an amount of one hundred percent(100%) of the Contract
price as determined from the prices in the bid form. and shall insure the faithful
performance by Contractor of all work under the Contract. It shall also insure the replacing of,
or making acceptable,any defective materials or faulty workmanship.
Should any surety or sureties be deemed unsatisfactory at any time by the City notice will be
given Contractor to that effect, and Contractor shall forthwith substitute a new surety or
Page 14 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
sureties satisfactory to the City. No further payment shall be deemed due or will be made
under the Contract until the new sureties qualify and are accepted by the City.
All alterations, time extensions, extra and additional work, and other changes authorized by
the Specifications, or any part of the Contract, may be made without securing consent-of the
surety or sureties on the contract bonds.
9. Special Provisions
The following provisions shall apply to this Contract:
a. The foregoing requirements as to the types and limits of insurance coverage to be
maintained by the General and any approval of said insurance by the City or the Contractor are
not intended to and 'shall not in any manner limit or qualify the liabilities and obligations
otherwise assumed by the General pursuant to this Contract, including but not limited to the
provisions concerning indemnification.
b. The Contractor reserves the right to withhold payments to the.General in the event of material
noncompliance with the insurance requirements outlined above.
C. The Contractor shall notify the City Community Development Department promptly of all
losses or claims over $25,000 resulting from work performed under this contract, or any
products/completed operations loss or claim against the contractor resulting from any of the
contractor's work.
EXBBIT 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 8 8.3 52 and
Public Law 90-284.
1. 570.601. Public Law 88-352 and Public Law 90-284; affirmatively furthering fair housing; Executive
Order 11063,as amended by Executive Order 12259 addresses discrimination. HUD regulations
implementing Executive Order 11063 are contained in 24 CFR,Part 107; Title VI of the Civil Rights
Act of 1964 as amended;Title VIII of the Civil Rights Act of 1968 as amended; Section 104(b)and
Section 109 of Title I of the Housing and Community Development Act of 1974 as amended; Section
504 of the Rehabilitation Act of 1973;the Age Discrimination Act of 1975;Executive Order 11246 as
amended by Executive Orders 11375, 12086, 11478, 12107;Executive Order 11625 as amended by
Executive Order 12007;Executive Order 12432;Executive Order 12138 as amended by executive
Order 12608.
2. 570.602. Section 109 of the Act addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards.
Page 15 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation,Displacement and Acquisition.
7. 570.607. Employment and Contracting Opportunities:
8. 570.608. Lead-Based Paint.
9. 570.609. Use of Debarred, Suspended, or Ineligible Contractors or Subrecipients.
10. 570.610. Uniform Administrative Requirement and Cost Principles. The CITY, its Subrecipients,
agencies or instrumentalities, shall comply with the policies, guidelines, and requirements of 24 CFR
Part 85 (Common Rule),and OMB Circulars A-110 (Grants and Agreements with Non-Profit
Organizations),A-122 (Cost Principles for Non-Profits), A-128 (Audits of State and Local
Governments-implemented at 24 CFR,Part 24), and A-133 (Audits of Institutions of Higher Education
and Other Non-Profit Institutions),as applicable, as they relate to the acceptance and use of Federal
funds under this part. The applicable sections of 24 CFR,Part 85 and OMB Circular A-100 are set
forth at 570.502.
11. 570.611. Conflict of Interest.
12. 570.612. Executive Order 12372 allows States to establish its own process for review and comment
on proposed Federal financial assistance programs, specifically the use of CDBG funds for the
construction or planning of water or sewer facilities.
13. 570.613. Eligibility restrictions for certain resident aliens.
14. 570.614. Architectural Barriers Act and the Americans with Disabilities Act. Federal regulations
issued pursuant thereto,which prohibit discrimination against the disabled in any federally assisted
program,the requirements of the Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) and the
applicable requirements of Title II and/or Title III of the Americans with Disabilities Act of 1990 (42
U.S.C. 12131 et sec.),the requirements of Section 504 of the Rehabilitation Act of 1973 (29 U.S.C.
794), and federal regulations issued pursuant thereto.
15. Drug Free Work Place. The requirements of the Drug Free Workplace Act of 1988 (P.L. 100-690)
and implementing regulations at 24 C.F.R.Part 24.
16. Religions Organizations. If the CORPORATION is a religious organization, as defined by the
CDBG program,all conditions prescribed by HUD for the use of CDBG Funds by religious
organizations, including the First Amendment of the United States Constitution regarding church/state
principles and the applicable constitutional prohibitions set forth in 24 C.F.R. Section 570.2000).
17. Flood Disaster Protection. The Flood Disaster Protection Act of 1973 (P.L. 93-234). No portion of
the assistance provided under this Agreement is approved for acquisition or construction purposes as
defined under Section 3(a)of said Act, for use in an area identified by HUD as having special flood
hazards which is located in a community not then in compliance with the requirements for
participation in the national flood insurance program pursuant to Section 201(d) of said Act.The use
of any assistance provided under this Agreement for such acquisition or construction in such identified
areas in communities then participating in the national flood insurance program is subject to the
mandatory purchase of flood insurance requirements of Section 102(a) of said.Act. Any contract or
Agreement for the sale, lease, or other transfer of land acquired, cleared or improved with assistance
provided under this Agreement is to contain certain provisions. These provisions will apply if such
land is located in an area identified by HUD as having special flood hazards and in which the sale of
Page 16 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
flood insurance has been made available under the National Flood Insurance Act of 1968, as amended,
42 U.S.C. 4001 et seq. These provisions obligate the transferee and its successors or assigns to obtain
and maintain, during the ownership of such land, such flood insurance as required with respect to
financial assistance for acquisition or construction purposes under-Section 102(s)of the Flood
Disaster Protection Act of 1973: Such provisions are required notwithstanding the fact that the
construction on such land is not itself funded with assistance provided under this Agreement.
18. Environmental and Historic Preservation. 24 C.F.R.Part 58,which prescribe procedures for
compliance with the National Environmental Policy Act of 1969(42 U.S.C. 4321-4361),and the
additional laws and authorities listed at 24 C.F.R. 58.5.
19. HUD Regulations. Any other HUD regulations present or as may be amended,added, or waived in
the future pertaining to the Grant funds, including but not limited to HUD regulations as may be
promulgated regarding subrecipients.
Page 17 of 17
FY 2015-16 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract Amendment
OFFICE OF THE CITY CLERK
CITY HALL
10300 TORRE AVENUE • CUPERTINO, CA 95014-3255
TELEPHONE: (408)777-3223 • FAX: (408)777-3366
C U P E RT I N O WEBSITE:www.cupettino.org
May 29, 2014
West Valley Community Services
10104 Vista Drive
Campbell, CA 95014
Re: CDBG program City/NOn7ProfitPublic Service contact.
A fully executed copy of the agreement for consultant services With the City of
Cupertino is enclosed. If you have any questions or need additional information, please.
contact the Community Development Department at (408) 777-3308.
Sincerely;
Andrea Sanders
Senior Office Assistant
City Clerk's Office
Enclosure
cc: Community Development
Ty ,¢-,-;-
COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM
CITY/NON-'PROFIT PUBLIC`SERVICE CONTRA!W dp 2Nt3 9
THIS Community Development Block Grant Program City/Nlprofit Contract (the
"Contract")is entered into pursuantto`the Catalog of Federal Domestic Assistance (CF.DA)
14:218 by and between the CITY OF CUPERT'INO,a political subdivision of the State of
Cali fo .' ereinafter `CITand
3R3 °
t /� ST VALLEY COMNIUNITY,SERVICES:(WVCS)
�/ OE SANTA.CLAF;A COUNTY, INC.
a non-profit public benefit corporation (hereinafler"CORPORATION"). The,allocation of funds
pursuant to this Contract will be a grant. CITY.alproved-t allocation and disbursement of
Community Development.Block Grant (hereinaft�`CDBG") nds to CORPORATION on
April 15, 2014.
WITNESS ETH
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.anentitlement 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 for
eligible public service,activities, of a portion of'CITY'S'CDBG entitlement for the Program as
described below to be operated within CITY and will benefit low and very low-income
'households or meet another National Objective of,the CDBG Program;
NOW,,THEREFORE, theparties agree as follows;
1. PROGRAM
CITY agrees to allocate a portion of its current CDBG entitlement, and/orprogram
income as defined in 24'CFR 570 Subpart J, "Grant Administration," to CORPORATION as a
subrecipient, being thetsum of Twenty Four Thousand and Seventy Dollars and No Cents
($24,070.00) for the purpose of implementing the CORPORATION'S program (hereinafter
"Program"), 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" (Program Description),Exhibit"B"'(Program Work Plan), Exhibit "C" (Proposed
lmplementation Time Schedule),,Exhibit "D" (P.rogram,Budget), Exhibit "E" (Insurancetand
Bond Requirements), Exhibit "F" (Assurances).
II. TIERM
A. Thepurpose of this Contract is for,the CITY to disburse CDBG funds for eligible
activities. Unless amended prior to its expiration, the term of this Contract for disbursement
Page I of 35,
FY 2014-15 Community Development Block Grant(CDBG)Program Cay/Non-Profit Public Service Contract
purposes will begin on July 1,2014 and will end on June 30, 2015 unless terminated earlier
pursuant to Section VI or Section VIL_of this Contract.
B. The term,of the expenditure by CORPORATION of the allocation provided for herein
Will begin on July 1,2014 and terminate on the earliest of the following dates as set forth herein:
June 30,2015, or later date per amendment to this Contract; or upon the termination date
established pursuant to Section VI or-Section VII of this Contract.
III. SECOND YEAR IRENEWAL,OPTIONS
The term ofthis Contract may be extended by art amendment to disburse the CITY'S CDBG
funds authorized,by,HUD for the fiscal year subsequent to the initial term of this,Contract,
.contingent on;the following requirements and process:
A. Receipt of written authorization by CITY fromdhe U.S. Department of Housing.and
Community Development(HUD) to expa=nd funds for the purposes of this Contract;
B. CITY'S appropriation of funds for this Program;
C. CORPORATION'S satisfactory performance, as-determined by the CITY, of all its
obligations as stated in this Contract;
D. Submissiomto CITY of Proof of Insurance:
IV. OBLIGATIONS OF CORPORATION
A. Organization of CORPORATION. CORPORATION will:
1. Pr_ovide,CITY with copies of the,following documents, evidencing filing'-with
the appropriate governmental agency:
a) Its Articles of Incorporation under the laws of the State of California;
b) A copy of the current Bylaws of CORPORATION;
C) Documentation of its Internal Revenue Service non-profit'status;
d) Names and addresses of the current Board of Directors of
CORPORATION; and,
e) Anadopted copy of CORPORATION'S personnel,policies and
procedures.
2. During the Contract term, immediately report any changes, subsequent to the
date of this Contract,,in CORPORATION'S Articles of Incorporation, Bylaws, Board of
Directors, personnel policies and procedures, or tax exempt status to DIRECTOR.
Rage;! of 35
FY 2014-15�Community Development Block Grant(CDBG)Program City/Non-Prolit Public service Contract
3. Maintain no member of its Board of Directors as apaid employee, agent,
independent contractor, or subcontractor under this Contract.
4. Open to the public; meetings of its Board of Directors, if required by
California's open:meeting laws, except meetings, or portions thereof, dealing with
personnel or litigatiommatters or as otherwise provided bylaw.
5. Keep minutes.of all its regular and special.meetings.
6. Comply with all provisions of California and Federal Non-Profit Corporation
Laws.
7. Provide to the CITY a copy of a resolution authorizing the CORPORATION's
executiorrof this Contract. The CORPORATION hereby-warrants to the CITY that this
Contract is,a.legal, valid, and binding obligation of the CORPORATION enforceable in
accordance with its terms, and that the execution and delivery of this Contract and the
performance of the CORPORATION's obligations have been duly authorized by the
CORPORATION
B. P,rogram.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 ofceach 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 program-related publicity and
publications using words to the effect: "funded in whole or`inpart by, the.City,of
Cupertino through the Housing,and Community Development,Act,of'1'974, as amended."
6. CORPORATION agrees it will carry out the principles as provided in
Presidents Executive Order 11'246 of September 24, 1965.
Page 3 of 35
FY 2014-15 Community Develota icril Block Grant'(CDBG)Program,City/Non-Profit Public Service'Contract
7. CORPORATION will comply with Section 281 of the National Affordable
Housing Act.
8. "Section 3"',Clauses.
a. Compliance.. Compliance with the provisions of Section 3, the
regulations set forth in 24 CFR 1'35, and all applicable rulestand orders issued hereunder
prior to the execution of this Contract, shall be,a condition of the federal financial
assistance provided under'this Contract and binding upon the CITY,.the
CORPORATION, and any sub-recipients. Failure to fulfill these requirements shall
subject the CITY, the CORPORATION, and any sub-recipients,their successors and
assigns„to thosersanctions specified by the Contract through which federal assistance is
provided. The CORPORATION certifies and agrees that no contractual or other
disability exists which would prevent compliance with these requirements. The
CORPORATION further agrees to comply with these "Section 3” requirements,and to
include the following language in:all subcontracts executed under this-Contract (the
"Section.3 Clause"):
"The work to be performed underthe Contract is a program assisted under a program
providing.direct federal financial assistance from HUD and s+subjecijo the requirements
of Section 3 of the Housing and Urban Development Act-of 1'968, 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 program area and agreements,for
work in connection with the program be awarded to business concerns which are located
in, or owned in substantial part by person: residing;in, the areas of the program.
The parties to this contractagree to comply with HUD's regulations in 24 C.F.R. Part
135, which implement Section 3. As evidenced by their execution of this contract, the
part ies to this-contract certify that they are,under no,contractual or other impediment that
would prevent them,from complying with the Part 135 regulations.
The,contractor agrees to'send to each labor organization or representative of workers with
which the contractor has a collective bargaining agreement or other understanding, if any,
a notice advising the labor organization or workers' representative of the contractor's"
commitments under this Section 3 clause; and will post copies of the•notice in
conspicuous places at the work site where both employees and applicants for training and
employment positions can see themotice. The notice shall describe the Section 3
preference; shall;set forth minimum number and job titles subject to hire;;availability of
apprenticeship and"training positions; the qualifications for each; the name and location
of the person(s) taking application's for each of the positions; and the anticipated date the
work.shall Begin.
The contractor agrees to include'this Section 3'clause in every subcontract subject to
compliance,with regulations in C.F.R. Part 135, and agrees to take appropriate action,
as provided inanapplicable provision of.the subcontract or in this Section 3 clause, upon
a finding that the°subcontractor is in violation of the regulations in 24 C.F.R. Part 135.
Page 4 of 35
FY 2014-15 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract
The contractor will not subcontract with any subcontractor where thekcontraetor has
notice or knowledge that the subcontractor bas found in violation of the regulations
in 24 C.F.R. Part 135.
The contractor will certify that any vacant employment positions, including training
positions, that are filled (I) after the contractor is selected but before the contract is
executed, and (2) with persons other than those to whom the regulations of 24 C.F.R. Part
135 require employment opportunities to;be,directed, were not-filled to circumvent the
contractors obligations under 24 C.F.R. Part 135
Noncompliance with HUD's regulations in 24 C.F.R. Part 135 may result in sanctions,,
termination of this contract for default, and debarment or suspension from future HUD
assisted contracts.
With respect to work performed in connection with Section 3 covered Indian housing
assistance, section 7(b) of the Indian.Sell' Determination and Education Assistance Act
(25 U.S.C. 450e) also applies-to the work to,be performed under this contract. Section
7(b) requires that to the greatest extent feasible (i) preference and opportunities for
training and employment shall be given,to Indians, and (ii)•preference in the award of
contracts and subcontracts shall be given to Indian organizations,and Indian-owned
Economic Enterprises. P,arties,to this contractTthat are subject to the provisions of Section
3 and section 7(b)agree to comply with Section 3 to the maximum extent feasible, but
not in derogation of compliance with section 7(b)"
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 inconspicuous places available to.employees.and
:applicants`for employment or training. The notice shall describe the Section 3
preference; shall set forth minimum,number,and job titles subject to hire; availability of
apprenticeship and training positions; the qualifications for each; the name and location
of the person(s) taking applications for each of the positions;,;and the anticipated date the
work shall begin
C. Subcontracts. The CORPORATION will include the Section 3 Clause,
found in B.8.a of this Agreement, in every subcontract and will take appropriate action
pursuant to the subcontract upon a finding;that the sub-Subrecipientis-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 apreliminary statement of,ability to comply with
the requirements of these regulations.
Page '_ of 35
FY 2014-15 Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract
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 musfimmediately be notified in
writing of the appointment.of any new fiscal agent and that agent's name.
2. If the,term of this Contract is extended by'an,amendment for.a,second fiscal
year, submit a satisfactory Audit within 150 daysof CORPORATION's fiscal year
encompassed by the first year of this Contract:
3. 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, the applicable
policies, guidelines and requirements of OMB Circulars A-87 and A-102, and with the
following Attachments to,OMB Circular A-110'-"
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 Efom.the date of submission of the
annual performance and evaluation.report, as prescribed in,570.507, in which the
specific activityis reported on for the final time;
d) Attachment F, "Standards for Financial'Management^Systems;"
e) Attachment H, "Monitoring and Reporting Program Performance,"
paragraph 2;
I) Attachment N,"'Property Management Standards,7' except for
paragraph 3 concerning the standards for real property, and except that paragraphs
6 and 7 are modified so that:
i) Imall cases in which personal property is sold, the proceeds shall be
program income, and
'ii) Personal property not needed by the CORPORATION for CDBG
activities will be transferred to the recipient for the CDBG PROGRAM or
will be retained after compensating the recipient;and
g) Attachment O, "Procurement Standards,"
Page 5 of 35
FY 2014-I5 Community Development Block Grant(CDBG)Progr:un Cit,,/Non-Profit Public'.Service Contract
3. Comply with the audit requirements of OMB Circular A-133 which require
compliance with the Single Audit Act for any non-profit agency expending $500,000 or
more of federal funds for the fiscal year.
4. Document all PROGRAM costs by maintaining records,in accordance with
Section III, Paragraph D below.
5. Submit to the CITY, based on an agreed upon schedule, a request for payment,
together with all supporting documentation. Invoices requesting disbursements submitted
after the expiration of the Contract will be honored only for eligible charges>incurred
during,the.Contractterm. All invoices must.be,submitted by the Contract expiration date
or within such other time period specified by the CITY for this Contract term. Funds not
disbursed will be returned to the Competitive Housing Pool for future reallocation.
6. Certify current:and continuous insurance coverage, subject to CITY approval
and in accordance with requirements as outlined in Exhibit E;."Insurance:and Bond
Requirements."
7. Items 1') through 6) above,are express conditions precedent to disbursement of
any CITY funding and failure to,comply with these conditions will, at discretion of CITY,
result in suspension.of funding or termination of this Contract.
8. If CORPORATION does not use CDBG funds in accordance with the
requirements of this,Contract, CORPORATION is liable for repayment of all disallowed
costs. Disallowed costs may be identified through audits; monitoring or othersources.
CORPORATION is required to respond to any adverse•findings which may lead to
disallowed costs subject to provisions of GMB Circular A-122, "Cost Principles.for Non-
Profit Organizations."
D. Establishment and Maintenance,of Records. CORPORATION shall:
1. ,In compliance with all HUD records and accounting requirements including
but:not-limited to those set forth in 24 CFR.570.506 and 570:502(b),.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 PROGRAM; (b)
each:activity undertaken under the PROGF:AMmeets one of the national objectives:of
the CDBG program set forth in 24,CFR 570.208; (c) compliance with fair housing and
equal opportunity requirements; (d) compliance with Subpart K'of 24 CFR 570 and 24
CFR 508; and (e) all other matters covered by this Contract.
2. Maintain client data demonstrating client eligibility for services provided for
the Program. Such data will.'include, but,not be limited to, client.name,raddress, income
Page 7 of 35
FY 2014-15 Community Development Block Grant(CDBG).Program City/Non-Profit Public Service Contract
level or other basis for determining eligibility, and description,of service provided. Such
information will be made available to CITY monitors for review upon.request.
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,therrecords 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 anytime 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 years from the date of termi nation of this Contract, or (c) such longer
period as may be described by applicable law, have,accessto and the right to examine its plants;
offices and facilities use&inthe performance of this Contract or the operation of the PROGRAM,
and all its records with respect to the PROGRAM 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 PROGRAM 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.
G. Compliance with Law. CORPORATION will become familiar and comply with and
cause all its Subcontractors, independent contractors; and employees, if any, to become familiar
and comply with all applicable federal, state and local laws; ordinances, codes,.regulationsand
decrees including, but not limited to;those federal rules and regulations, executive orders,:and
statutes identified in Exhibit F`("Assurances"). Specifically, CORPORATION must"comply with
the requirements and standards of OMB Circular No. A-122,"`Cost Principles for Non-Profit
Organizations", and the attachments to OMB.Circular No. A-110 as described'in section
III. 'OBLIGATIONS OF CORPORATION, C. Fiscal Responsibilities of CORPORATION.
H. Suspension and Termination. In accordance with 24 CFRS5A3; suspension or
termination of this Contract-may occur if the CORPORATION materially fails to comply with
any term'of the award, and that the award may be terminated for co_nvenience in accordance with
24 CFR 85,44.
1. Reversion of Assets. Upon expiration or termination of this Contract, or in thc�event
HUD cancels the PROGRAM for any reason, the 'CORPORATION will transfer to the CITY any
CDBG.funds on hand at the time of expiration and any accounts receivable;attributable to the use
of CDBG funds. Any real property under the CORPORATION's control that was acquired or
Page.8 01'35
FY 2014-15'Community Development Block Grant(CDBG)Program City/Non-Prolit Public Service Contract
improved in whole or in part with CDBG funds (including CDBG funds provided to
CORPORATION in the'.form.ofa loan),in excess of$25,000 must be:
1. Used to meet one of.the national objectives stated in Title 24 CPR part 570:208 for a
period of five years after,expiration of this Contract, or for such longer period of time as
required by the CITY;,or,
2. Reimburse the CITY an amount equalto the current market value,ofthe property,,less
any portion of the value7attributable to expenditures of non-CDBG funds fonacquisition
of, or improvement to, the property (reimbursement is not required after the period of
time specified in I. 1. above).
J. CORPORATION certifies, to the best of:C<ORPORATION's knowledge or belief,that:
1. No Federal appropriated funds have been paid or will be paid,.by or on.behalf ofit, to
any'person for,influencing or attempting to influence an officer or employee of any
agency, a,Member of Congress, an'officer or employee,of Congress,,.or an employee,of a
Member of Congress in connection with the awarding of any Federal contract, the making
of any Federal„grant, the making of any Federal loan,.the entering into any cooperative,
agreement, and the extension, continuatiori,_renewal, amendment; or modification°of any
Federal contract, grant; loan, or cooperative agreement;
2. If any funds,other than.Federal appropriated funds have been paid or will be paid to
any person for influencing,or attempting to influence an officeror employee of any
agency, a Member of Congress, an officer or employee of Congress, or an employee of a
Member of Congress in connection with the awarding of any Federal contract, grant,
loan,,;or'cooperative agreement, it will complete and submit Standard Form-LLL,
Disclosure Form to Report Lobbying, in accordance with its instructions.
3. This certification is a material representation of fact upon which reliance was placed
when this Agreement was made or entered into. Submission of thiscertification is a
prerequisite for making,or entering into this,Agreement imposed by Section 1352, Title
31,,U:S. Code. Any person who fails to file the required certification will be subject to a
civil penalty of not less than Ten Thousand Dollars ($10,000) and no more than One
Hundred Thousand.Dollars ($100;000),for such failure.
K. Except for approved eligible administrative or personnel costs, no person described below
may, during or after their tenure, obtain a,personal or financial interest or benefit from the
activities funded,pursuant to this Contract, or have:` ny'interest in any contract, subcontract or
agreement with respect to;such activities„or'the proceeds under the contract, either for
themselves or those with whom they have family or'business ties. CORPORATION shall
exercise due diligence to ensure that the prohibition in this Section IV.K is followed.
The conflict of interest provision of Section IV.K applies to (i)any person who is an employee,
agent,,consultant, or officer of the City-who exercises or has exercised any functions or
responsibilities with respect.to the activities funded pursuant to this Grant or who is in_a position
Page 19 6135,
FY 2014-15 Community Development Block Crant(CDBG)program City/Non-Profit Public Contract
to participate in,a decision-making process or to gain inside information with,regard to such
activities, may-obtain a personal or financial interest orrbenefit from the activity, or have,an
interest in any , (ii) any immediate family member of such person; (iii) any elected or appointed
official of the City, and(iv)any person related within the'third (3rd) degree of such person.
In,accordance,with Government Code°Section 1090 and the Political Reform Act, Government
Code section 87100(et:seq., no person who is.a director, officer, partner, trustee or employee or
consultant.of CORPORATION, or immediate family member of any of the preceding, may make
or participate in a decision, made by the City or.a City board, commission or committee, if it is
reasonably foreseeable that the decision will have,a material effecton any source.of income,
investment or interest,in•real property of that person or CORPORATION.. Interpretation of this
section shall be governed by the definitions and provisions used in the Political Reform Act,
Government Code section 87100 et seq., its implementing�regulations�manual and codes, and
Government Code section 1090.
CORPORATION shall comply with the conflict of interest provisions'set forth in 24 C.F.R.
Section 570.611.
V. OBLIGATIONS OF CITY
A. Method of Payment. During the term of this Contract, CITY shall disburse CDBG;funds
to CORPORATION on a reimbursement.basis unless,otherwise provided herein for all allowable
costs,and expenses incurred'in connection with the PROGRAM, notto exceed the,total sum of
Twenty Four Thousand and,Seventy Dollars and No Cents ($24;070:00). CITY may,.at any
tiine in its absolute discretion, elect to,suspend or terminate payment to CORPORATION, in
whole or in part, pursuant to this-Contract based on CORPORATION'S non-compliance,
including, but not limited to, incomplete documentation of expenses,,failure to substantially meet
goals and objectives as required'in Exhibit B, ("Program Work Plan"), failure to submit
adequate progress reports as required herein or other incidents of non-compliance as described in
Section VI, Paragraph B of this Contract or based on the refusal by CORPORATION to accept
any additional conditions that may be imposed by 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.
VI.,PROGRAM COORDINATION
A. CITY. The CITY Executive will assign single DIRECTOR for CITY who will render
overall supervision of the-progress and performance ofthis Contract by CITY. All services
agreed to be performed by CITY will be atithe overall direction of the DIRECTOR.
B. CORPORATION. As of the date hereof, CORPORATION has designated Naomi
Nakano-Matsumoto to serve as EXECUTIVE DIRECTOR and to assume overall•responsibility
for the progress and execution ofthis Contract. The CITY will be immediately notified in
writing of the appointment ofa new EXECUTIVE DIRECTOR.
Page 10 of 35
FY,2014-'15'Community Development Block Grant(CDBG),Prograin City/Non-Profit Public Service Contract
C. NOTICES. All notices or other correspondence required or contemplated by this
Contract'shall be sent.to the parties at the following addresses:'
CITY:. City of Cupertino
Attn: Senior Housing Planner
10300 TorreAvenue
Cupertino, California 95014
CORPORATION: West Valley Community Services (WVCS)
of Santa Clara County, Inc.
Attn: Executive Director
101,04 Vista Drive,
Cupertino, Califomia.95014
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 of this section by giving five days written notice of such change to
the other partyin the manner.provided.in this section.
VII. CONTRACT COMPLIANCE.
A. Monitoring and Evaluation of Services. Evaluation and monitoring of the PROGRAM
performance is the,mutual responsibility of both CITY and CORPORATION. CORPORATION
must furnish,all data, statements, records, information and reports,necessary for DIRECTOR to
monitor„review and evaluate the performance of the PROGRAM and its components. CITY will
have.the right;to.request the services of an outside: agent to assist in any such evaluation. Such
services shall be paid for by CITY.
B. Contract Noncompliance. If CORPORATION fails to comply with any provision of this
Contract; CITY will have the right to•require.corrective action to enforce,compliance with such
provision as well as thexight to suspend or'terminate this Contract. Examples of noncompliance
include, but are not limited to:
1. If CORPORATION (with or without knowledge) has;,made any material
misrepresentation of any nature with respect to;anyy information;or data furnished to CITY
in connection with the PROGRAM.
2. If there is pending litigation with respect to the performance by CORPORATION if
any of its duties'or obligations under this Contract, which may materially eopardize or
adversely affect the undertaking of or the carrying out of the PROGRAM.
3. If CORPORATION bas-taken"any action pertaining to the.PROGRAM, which action
required CITY approval, and such approval was,not obtained.
4:, If CORPORATION is in default under any provision of this Contract.,
Page I 1 of 35
FY 2014-15.Community Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract
5. If CORRPORATION makes illegal useud'CITY,funds.
6. If CORPORATION submits,to CITY any report which is incorrect or incomplete in
any material respect.
7. If CORPORATION fails to meet the stated objectives in.Exhibit B ("Program Work
Plan").
C: Corrective Action,Procedure. CITY„in,its absolute discretion and.in lieu of immediately
terminating this Contract upon occurrence or discovery of noncompliance by CORPORATION
pursuant to'this Contract, will havethe.right to give,CORPORATION notice of CITY'S
intention to considercorrective.action to enforce compliance. Such notice must,indicate the
nature ofthe,non-compliance and the procedure whereby CORPORATION will have the
opportunity to participate in formulating any corrective action recommendation. CITY will have
the,right to require the presence•of CORPORATION'S officer(s) and:EXECUTIVE DIRECTO_R
at any hearing or meeting called for the purpose of considering,corrective action.
In,the event that.CORPORATION does not implement the corrective action,recommendations in
accordance with the corrective action timetable; CITY may suspend payments hereunder or
terminate this Contract as set forth in,Section VII below.
VIII. 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
Program 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, on
of the services hereunder will be immediately,discontinued.
C. In the event that this Contract is terminated, CORPORATON maybe required to return
funds according to HUD regulations.
D. Upon terminatiorPof 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.
Page 12 of35
FY,2014-1 S;Community Development Block,Grant(CDBG)Program'.City/Non-Protil Public ScrviceContract
IX. 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,inpart, with CDBG
funds.
In addition, 24 CFR Part 85 (the Common Rule) includes definitions which apply'to CDBG.Real
Property, however; the Common Rule,section governing Real Property(CFR 85.31) DOES NOT
APPLY TO CDBG ACTIVITIES.
A. The following definitions apply to this Contract pursuant to 24 CFR Part.85
(Common Rule) 85.3,:
1) Equipment means tangible,,non-expendable, personal property having a useful
life of more than one year and an acquisition cost,of$5;000 or more per unit.
2) Title,as defined in detail in 24 CFR; Part'85.32 (a).
3) Use as defined.in detail in,24 CFR. Part•85.32"(c).(1).
4) Supplies as defined in,detail in 24 CFR, Part 85:33.
5) Procurement, Use and Disposition of Real Pioperty as defined-in detail by 24
CFR, Part 570.503 (Agreements with Subrecipients), 5,70.505 (Use of Real.Property), and,
'570.504 (Program Income).
B. Security Document, As a condition precedent to CITY loaning funds for the'purchase,of
real property or an option to purchase-real property, CORPORATION will prepare and execute a
Loan Agreement (Exhibit,H), Promissory Note; Deed of Trust,and such other Contracts
restricting the use of said real property for purposes consistent with this Contract, HUD and
CDBG requirements..
C'. Grants. If a..grant is provided for the acquisition of real property, CORPORATION will
continually operate,its.Program for a minimum period of six (6) years from the effective date of
this Contract. This obligation will survive the term.ofthis Contract, the assignment or
assumption of this Contract and the sale of the property prior to expiration of the obligation
period asset forth in this paragraph. If.this obligation is not fully met, CORPORATION may be
required to,reimburse'the CITY. The CITY may consider, butmill not.be,limited by, the
following factors in:calculating the reimbursement.obligation:°initial grant sum; the duration of
the initial contractual obligation to operate the Pre_gram versus the actual duration of operation
and; the appreciated value.
D. Relocation,Acquisition, and Displacement.. CORPORATION agrees to comply with 24
CFR 570.606 relating to the acquisition and disposition of all real property utilizing CDBG
Page 13 of 35
FY 2014-.15 Community Development Block Grant(CDBG)Program City/Non-Profit Public service Contract
funds, and to the displacement of persons, businesses,;and non-profit organizations as direct
result,of any acquisition of real property utilizing;CDBG funds. CORPORATION agrees to
comply with applicable state laws,,City Ordinances, Resolutions, and Policies concerning
displacement of individuals from their residences.
X. PROGRMWINCOME
Income;generated by the Program, 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 byactivitiescarried out with CDBG funds made available:under this Contract. Byway
of further limitations, CORPORATION may use.,:uch income during the Contract period for
activities permitted under this Contract and shall.reduce requests;foradditional 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 Contract-period..
XI. 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 Contractor otherwise against,CITY for any Social:Security, Worker's Compensation, or
employee benefits extended to employees of CITY.
XII. ASSIGNABILITY
A. CITY is entering into this Contract based on the experience, skill, and ability to perform
of the:CORPORATION. The CORPORATION recognizes that its qualifications and identify are
of particular concern to the CITY in view of theCITY's interest in providing services to lower
income persons and the CITY's reliance on the uniquequalifications of the CORPORATION.
Consequently, this Contract may not be'assigned to another CORPORATION, person,
partnership or any other entity without the prior written approval of CITY. None of the work or
services to be performed hereunder may be assigned, delegated or subcontracted4o third parties
without the prior written approval of CITY, which the CITY may withhold:in its sole,discretion.
Copies of all third party contracts shall be submitted to CITY at least tendays'prior to the
proposed effective date. In,the event CITY approves;of any such assignment, del"egation:or sub-
contract, the subcontractors, assignees or,delegates.CORPORATION shall remain fully liable for
all obligations and requirements under this Contract including the performance and any liabilities
attaching=to the assignees' actions or omissions.
13. This Contracfmaynot be assumed nor assigned to another CORPORATION,.person,
partnership or any other entity without the prior written approval of CITY.
Page 14 of 35
FY 2014-15 Community Development Block Gram(CDBG);Program Cil;i.Non-Profit Public Service Contract
XIIL DISCLOSURE OF CONFIDENTIAL CLIENT INFORMATION
CORPORATION agrees to maintain clientrecords consistent with applicable laws:regarding.
personal privacy and obligations of confidential it);.
XIV. HOLD ][ARMLESS
In addition to the indemnity,obligations rset forth in.Exhibit E, "Insurance;and Bond
Requirements," CORPORATION will.indemnify and hold harmless the CITTY, its employees,
agents,,-and officials,.members of.boards,and commissions; from any and all claims; actions;
suits;.charges and judgments whatsoever,,with respect to any damages, including,attorney's'fees
And court costs, arising out of the failure.of the CORPORATION's.P,rogram to comply
applicable,laws, ordinances, codes, regulations and decrees,including without limitation those
set forth in Exhibit E; "Certifications."
XV. WAIVER OF RIGHTS AND REMEDIES
In no event will.anypayment by CITY constitute it be construed to be a waiver by CITY of any
breach of the covenants or conditions of this'Contract or any default which may then exist on the
part of CORPORATION, and the making of any such payment while any such breach•or"default
will in no way impair orprejudice any right or remedy available to CITY with respect touch
breach or default. In.no:eventwill payment to CORPORATION by CITY in anyway constitute a
waiver by CITY of its rights to recover from COFTORATION'the amount of money paid to
CORPORATION on any item, which is not"eligible for payment under the PROGRAM or'this
Contract.
XVI. NON-DISCRIMINATION
CORPORATION will comply with all applicable Federal, State-and local laws and regulations
including the City of Cupertino's policies concerning nondiscrimination and,equal opportunity in
contracting: Such law&include but!are not limited to the following: Title VII of the.Civil Rights
Act,of 1964.as amended; Americans With Disabilities Act,of 1990; The Rehabilitation Act of
1973 (Sections 503 and 504); California Fair Employment and-Housing,Act (Government Code
sections 12900 et seq.); and California Labor Code sections l 101 and 11'02. CORPORATION
will not discriminate against,any subcontractor, employee; or applicant for-employment because
of age, race, color, national origin; ancestry, religion; sex/gender, sexual orientation, mental
disability, physical disability, medical condition,political beliefs, organizational affiliations, or
marital.status in the recruitment, selection for training including apprenticeship,,hiring,
employment, utilization;,promotion, layoff, rates of pay or other forms of compensation. Nor
shall CORPORATION discriminate in provision of services provided in this Contract because,of
age,,race, color,national origin, ancestry, religion, sex/gender, sexual orientation; mental
disability,physical disability, medical condition, 'political beliefs, organizational affiliations, or
marital status.
This,non-discrimination provision mustbe;included in CORPORATION's contracts with sub-
contractors and vendors when utilizing the CDBG funds disbursed forthis Program.
Page l'i of 35
FY 2014-15 Community.Development Block Grant(CDBG)Program City/Non-Profit Public Service Contract
XVIL AMENDMENTS
Other than the amendment related to a second year renewal option as stated,in Article:III.,above,;
amendments to the terms or conditions of this Contract.mustbe 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.
XV111. 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 employeeof
CITY priorto•execution of this Contract shall affect.or modify any of the terms of obligations
contained:'in any documents comprising this Contract.
XIX. MISCELLANEOUS
A. Headings. The captions and section headings used in this Contract are for convenience of
reference.only, and the words contained herein will, in no way;,be held to explain, modify,
amplify or aid in the°interpretation, construction or meaning of the.provisions of this Contract.
B. Exhibits. All Exhibits attached hereto,and referred to in this Contracture incorporated
herein by this reference as if set forth fully herein;_ Exhibits are as follows: Exhibit"Al'
(PROGRAM`Description); Exhibit "M(PROGRAM Work Plan), Exhibit"C" (Proposed
Implementation Time Schedule)„Exhibit"D" (Program,Budget), Exhibit "E" (Insurance
Requirements), Exhibit"F" (Assurances):
C. Conflict:of Interest. In accordance with Government Code Section 1.090 and the Political
Reform Act; Government Code Section 87100 etseq., except for approved eligible
administrativeor personnel costs; no person who is an employee, agent, consultant, officer, or
any immediate familymember•of such person, or any elected or appointed official:of the CITY
who exercises or has exercised any functions,or responsibilities with respect to the activities
funded by this Contract or who is in a position to participate ina decision-making process, may
obtain a personal or financial interest.or benefit from the activity, or have an interest;in any
contract, subcontract or agreement with respect thereto, or the proceeds thereunder, during, or at
any time after,;such person's tenure. The CORPORATION'shall exercise�due diligence to ensure
thatthe prohibition in this section is,followed.
Further,,no person who is a director; officer, partner, trustee�or employee or consultant of the
CORPORATION; or immediate family member of'any of the preceding, shall make or
participate in a decision, made by the CITY or a CITY board, commission or committee, if it is
reasonably foreseeable.thaf,the decision will have-a,material effect.on any source of income,
investment oHmerest in real property of that"person,or the CORPORATION.
Interpretation of this section shall be;governed by the definitions and provisions used in the
Political Reform Act, Government Code Section 87100 et,see ., its implementing-regulations
manual;and codes, and Government Code Section 1090.
Page 16,of 35
FY 2014-I5 Community Development Block Grant(CDBGf.Program City/Non-Profit,Public Service Contract
D. Interpretation. Each party to this Contract:has had an opportunity to review the'Contract,
confer with legal counsel regarding the meaning of the Contract, and negotiate revisions to the
Contract. Accordingly, neither party shall.rely upon.Civil Code Section 1654 in orderto interpret
any uncertainty in the meaning of the Contract.
E. Third-Party Beneficiary. There,shall beano,third party beneficiaries to this Contract.
F. Choice of Law and Venue.This Contract shall begovemed by and.construed in
accordance with California law. Venue{shall be Santa Clara County.
G. Severability. if any term of this Contract is held by a court,of competent jurisdiction to be
invalid, void or unenforceable, the remainder of the provisions shall continue in full force and
effect unless the rights and obligations of the parties have been materially altered orabridged by
such invalidation, voiding or unenforceability.
IN WITNESS WHEREOF, the,parties have executed this Contract the,day-and year above
written. The parties signing below hereby warrant that theytare duly authorized to execute this
Contract.
AGENCY: CITY OF CUPERTINO,;a--municipal
West Valley Community.Services (WVCS) corporation
of Santa Clara County,Inc. {f
By: NOAW /\U�f��(d—Mst (�u�e� By: Aj/
(Print name) (Print name)
s idjA
Naomi'Nakano-Matsumoto Date David Brandt Date
Executive Director City Manager
APPROVED AS TO FORM AND ATTEST:
LEGALITY:
Carol Korade V Data(I w( Grace Schmidt Date
City Attorney City Clerk
Page 17 of 35
FY 2014-15,Community.Development Block Grant(CDBG)Program City/Non-Profit Public service Contract
EXHIBIT A
PROGRAM DESCRIPTION
Agency Name: DUNS.#:
West Valley Community Services'(..CS)of Santa Clara County,.Inc. 14-108-8968
Executive Director: Project Manager: Project#(For Office Use Only)
Naomi Nakano-Matsumoto Su'atha Venkatraman CDBG=201'4-3
Street Address: City: State: Zip Code:
.10104 Vista Drive Cupertino California 95014
Telephone number: Fax Number: Project Manager E-mail Address:
408.255:8033 408366.6090 sujathav @wvcommunityservices.org
Name,of P.roject[Program:
Community Access to Resource and Education CARE
Project/Program Location:
10104 Vista Drive, Cupertino, Califomia95014
Project Description:
W VCS s Community Access to Resource and Education(CARE)program is designed to'support the most vulnerable:and high
risk residents of Cupertino and,surrounding Cupertino hills through case management an&supportivelservices CARE1sintended
to help improve:self sufficiency of the families and'individuals by connecting them to commumiyresourcesand work with them
on capacity building.The main objectives of CARE are to eneouragemore stable and sustainablesolutions which will foster self-
sufficiency instead of dependency,and make services easily available and accessible to clients.CARE`incorporates both case
management and wrap around servicesto;help at-risk and vulnerable households manage crisis::and provide;stabilizationdo.help
them to move towards self-sufficiency.The+targetpopulation of CARE-ineludeslow income;seniors,families.with children,at-
risk youth,and disabled adults.
.CARE promams'soecifieactiviues include the followine.
Case Management:Case management.is,a:key component of CAFLE:that focuses on self-sufficiency instead of dependability and
will focus on more:stable,and sustainable;solutions.CARE case managers work to'msess the family..needs by using the self-
sufficiency matrix-Based on this assessment and the families' sch-sufficiency matrix score,:the case-manager will develop family
case plan with;goals'toaddress'critical needs and improve self-sufficiency.
Food Pantry:All qualified clients will have access to,the food pantry in order to supplement their needs:and reduce grocery
expenses.Every visit to the food pantry includes fresh fruit and vrgetables,,fresh bread,eggs,.a source of protein,and milk,.
sourced from Second Harvest Food.Bankand.generousdonations.from ,local.grocery stores such as Safewayand Whole Foods.
Emergency Financial Assistance:WVCS will provide one-time Emergency Financial Assistance for homelessness preventions
and',rapid,re-housing.The goal is`to-stabilize individuals and fatni.lies during times of trouble and help them retumtolself-
sufficiency.Homeless Prevention provides one-time emergency financial assistance will help families'prevent eviction'to
maintain housing. Rapid Re-housing will helps,re-house families thathave been displaced.This deposit assistancewill be the
families' first step in securing-permanenthousing.
Financial'Workshops: WVCSwill provide three key activities that offer basic and essential financial literacy and inset-building
services for low income individuals and families: Group Workshops and Individual Financial Consultations in conjunction with
case Management.
CARE incorporates both'case management.and wraparound services to help at-risk and vulnerable households manage crisis and
provide stabilization to help them to_move'out'of poverty towards self-sufficiency. CARE provides education on existing services
and resources in the community such°,as foodstamps, SSI, SSID, CalWorks;.Utility User's�Tax and Earn Income Tax Credit
(EITC)which,provides longterm solutions to families.in need. In addition,wrap-around case management allow clients access to
services they need in order to find sustainable housm&and employmenfas well as community resources-that help them;address
`special needs.,The supportive services helps clients'capacity to gain better,employment,resolve current crisis and lead them to
long-term stability for the-clients.and the communityoverall.Wiap-around services include access to mental health services,
nutrition classes,benefitsclinic,;and special seasonal programs.
Page 13 of 35
FY 2014-15 Community DevelopmenvI lock Grant(CDBG)Program Cily/Non.ProfitPublic'SeMce Contract
EXHIBIT B
PROGRAM WORK PLAN
FY 2014/15
AGENCY NAME: West Valley Community,Services (WVCS) of Santa Clara County, Inc:
PROJECT-NAME: Community Accessto Resource and Education,(CARE)
-.
HUD Natio>�a�l�tObjec�tiv�e
Limited,Clientele (LMC)
Benchmarks for Each Quarter
Objectives
lit 2nd 3rd 4 t TOTAL
Case.management and supportive 25 25 25 25 100
services
Page,19 of 35
FY 2014-15 Community.Development Block Grant(CDBGj Program City/Non-Profit Public service..Contract
EXHIBIT C
PROPOSED IMPLEMEN.TAT[ON TIMELINE SCHEDULE
FY 20.14/15
AGENCY NAME: West Valley Community Services;(WVCS) of Santa Clara County, Inc.
PROJECT NAME: Community Access'to Resource and Education (CARE)
Activity`Number&Description:
#l. Case.management and support services
lgisa#p1Vov Dec}i a°Jeng``Feb`ux �1Vfar � A` r (•�Ma-..° Jaw BiTotal '
1 5 5 5 5 10 10 10 10 10 10 10 10 100
Page 20bof 35
FY•2014-15-Community.Development Block.Grium(CDB(3).Program,Ciky/Non-Profit Public Service Contract
EXHHIIT D
PROGRANI: BUDGET.
FY 2.014/15
Agency Name: West Valley'CommunityServices (WVCS) of Santa Clara County, Inc.
Project Name: Community Access to Resource and Education (CARE).
Proposed Project Expenses FY 2014/15
Salaries/Benef is/Payroll/Taxes $24,070.00
Office Supplies $0.00
Communication $0.00'
ub]ications/Printing/Advertising $0.00
Travel $0.00
Rent/Lease/Mortgage $0.00
Utilities . $0.00
Insurance $0.00
Equipment Rental/Maintenance $0.00
Audit/Legal/Professional Services (for CDBG'portion only) $0.00
Direct.Services (Funding•for•specific service such as,a meal;,ride) $0:00
Contracted Services $0.00
Other $0.00
Total.Expenses $24,070.00
Rage 21 of 35
FY 2014-I5 Community.Development Block'Grant,(CDBG)'Program Cit}'/Non-Profit Public Service Contract
EXHIBIT E
BASIGINSURANC&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-Protit/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.
]ndemni
The Contractor shall indemnify, defend, and hold harmless the City of Cupertino (hereinafter
"'City"), its. officers, agents and employees from any loss, liability, claim, injury or damage,
arising out of, or in connection with performance of this Contract by Contractor and/or its agents;
employees or subcontractors, excepting only loss, injury or'damage caused solely by the acts or
omissions of personnel employed by the City. Ii: 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 ova
form approved by the City's Insurance Manager an original plus one copy of a Certificate of
Insurance certifying that coverage as required he:rein 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 forthe
City's _Special Endorsement'form if they provide -he coverage,as required. In addition, a certified
copyof the policyor 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 theCity. This approval
of.insurance shall neither relieve nor decrease the liability of the Contractor.
B. Notice of Cancellation of Reduction of Covera e
Page 22 of 35,
17 2014-.15'Community Development Block Grant(CDBG)Program Citq/Non-Profit Public service Contract
All policies shall contain ,a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development,Department,
10300 Torre Avenue,.Cupertino, CA 95014.
C. Qualifying Insurers
All policies shall be issued by companies which hold a current policy holder's alphabetic and
financial size category rating of not less than.A 'VIII, according to the current Best's Key Rating
Guide, unless otherwise approved by the City's Insurance,Manager.
D. Insurance.Required
1. Comprehensive General Liability In - for bodily injury (including death) and
property damage which provides limits of not less than one million dollars ($1,000,000)
combined single limit (CSL) per occurrence.
OR
2. Commercial General:Liability Insurance for bodily,injury (including death) and property
damage which provides limits as.follows:
a. General limit per occurrence - $1,000,000
b. General limit aggregate - $2,000,000
C. Products/Completed.Operations—$1,000,000 aggregate
d. Personal Injury limit- $1,000;000
If coverage is provided under a Commercial General Liability Insurance form, the carrier
shall provide the City Insurance Manager with a quarterly report of the amount of
aggregate limits expended to that date. If over 50% ofthe aggregate limits have been paid
or reserved, the City may require additional coverage to be purchased by the Contractor to
restore the required limits.
3. For either type of insurance, coverage shall include:.
a. Premises and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000)
per occurrence/aggregate to be maintained for two (2) years following acceptance
of the work.by'the City.
C. Contractual Liability expressly inc-luding liability assumed-under this Contract.
d. Personal Injury liability.
Page 2_i of 35
FY 2014-15 Community.Development Block Grant(CDBG)Program.City/Non-Profit Public Service.Contract
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'tlie additional insured endo_rsement;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 underthis policy.
C. Notice of Cancellation or Change of Coverage Endorsement:
This policy zmay 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 underwritten contract
with.the,City of Cupertino.
C. Personal Injury Endorsement:
The provisions of this policy shall provide Personal Injury coverage.
f. Severability of Interest Endorsement:
The.insurance,afforded by this policy shall apply separately to each insured that is
seeking coverage or against whom a claim is made or a suit is brought, except
with respect to.the Companys limit of liability.
5. Comprehensive Automobile Liability Imurance for bodily injury (including death) and
property damage which provides total limits of not less than one million dollars
Page 24: of 35
£Y..2014-.15 CommunityDevelopment Block:Grant(CDBG)Program.Ciiy/Non-Profit Public Service Contract
($1,000,000) combined single limit per occurrence applicable to all owned, non-owned
and hired vehicles.
6. Worker's Compensation and Employer's Liability Insurance,for:
a. Statutory California Workers' Compensation coverage including a broad form all-
states endorsement.
b: Employer's Liability coverage for not less than one million dollars ($1,000,000)
per occurrence for all employees engaged in services or operations under this
Contract..
C. Inclusion of the City and its governing board(s), officers, representatives, agents,
and employees as additional insureds, or a waiver of subrogation.
7. Professional Errors and Omissions Liability Insurance
This type of insurance.should'be provided by persons/entities you contract with to
provide you with professional,services.
a. Limits of not less than.one,million dollars ($1,000,000).
b. If. this policy contains a :self retention limit, it shall not be greater than ten
thousand dollars ($10,000) per occurrence/event.
C. This coverage shall be maintained for a minimum of two (2) years following
termination of this Contract.
T-he-Citynmust first approveiany exceptions to the above requirements.
8. Bond Requirements
Fidelity Bond - Before receiving compensation under this Contract, Contractor will
furnish City with evidence that all officials, employees, and agents. handling or having
access to funds received or disbursed under this Contract, or authorized to sign or
countersign checks, are covered by a',13LANKET FIDELITY BOND in air amount of
AT LEAST fifteen percent (15%) of the maximum financial obligation of the City cited
herein. If such bond is cancelled or reduced, Contractor-will notify City immediately, and
City may withhold further payment to Contractor until proper coverage has been
obtained. Failure to give such notice may be cause for termination of this Contract, at the
option of the City.
9. Special Provisions
Page-2_' of 35
FY 2014-15 Community Development Block.Grant(CDBG)Program City/Non-Profit Public Service Contract
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
underthis 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 anew policy of insurance is in effect.
Page 26 of 35
FY 2014-15,Community.Development Block Grant Program City/Non-Profit Public Service Contract
ADDENDUM TO EXHIBI-T "E"
BASIC INSURANCE AND BOND REQUIREMENTS
FOR CONSTRUCTION PROJECTS USING CITY FUNDS
If your organization will be contracting for construction work (such as general contractors
building rental:apartments_) to undertake a Program (as defined in this Non-Profit/City Contract)
then the requirements set forth in this Addendum to Exhibit "E" shall be complied with by the,
party contracted with for construction work.protecting,both the non-profit and the City.
Indemnity
The General Contractor (hereinafter referred to as "General") shall indemnify, defend, and hold
harmless the City of Cupertino (hereinafter "City"), its officers, agents and employees, and the
Contractor, it's officers, agents and employees from any loss, liability, claim,, injury or damage
arising out of, or in connection with performance of this Contract by General and/or its agents,
employees or subcontractors, excepting only loss, injury or damage caused solely by the acts or
omissions of personnel employed by the City or the Contractor: It is the intent of the,parties to
this Contract to provide, the broadest possible coverage for the City and the Contractor: The
General shall reimburse,the City and the Contractor for all costs, attorneys' fees, expenses and
liabilities incurred with.respect to any'litigation in which the. General is obligated to indemnify,
defend and hold harmless the,City and the Contractor under this Contract.
Insurance
Without limiting the General's indemnification of the,City and the Contractor; the General shall
provide and maintain at,its own expense, during the term of this Contract, or as may be further
required herein, the following insurance coverages and provisions:
A. Evidence,of Coverage
Prior to commencement of this Contract, the General shall provide an original plus one copy of a
Certificate of Insurance certifying that coverage as required herein,has been obtained and remains
in.force,for the period required by this Contract. The contract.number andprcject•name must be
stated on the Certificate of Insurance. Individual.,endorsements executed by the insurance carrier
shall accompany the,Certificate.
This verification of coverage shall be sent to the Contractor at the address"stated;below and to the
Community Development Department, 10300 Torre Avenue, Cupertino, CA 95014. The
Contractor,shall not issue a Notice to Proceed with the work under this Contract until it has
obtained all insurance required and such insurance has been approved by the Contractor and final
approval by the City. This approval of insurance shall neither relieve nor decrease the liability of
the Contractor.
B. Notice of Cancellation or Reduction of Coverage
All policies shall contain a special provision for thirty (30) days prior written notice of any
cancellation or reduction in coverage to be sent to the Community Development Department as
stated.above,,and the Contractor at the following address:
Page 27'of 35
FY-2014-IS Community Development Block Grant(CDBG),Program.CiotNon-Profit Public service Contract
West Valley,Community Services(WVCS) of Santa Clara County,Inc.
10104 Vista Drive
Cupertino, California 95014
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 Pools(S&P)-rating of A'
2. An admitted surety insurer which complies with the provisions of the
Code of Civil Procedure, Section 995.660*;
OR
3., In lieu of I & 2, a company of equal financial size and stability that is
approved by the City's Insurance/Risk Manager.
b. For projects between•$25,000 and not exceeding$100,000:
1. A California Admitted Surety and either a current A.M. Best B rated
Surety OR a current Standard.and Poors (S&P) rating of B B;.
OR
2. An admitted surety insurer which complies with the provisions of the
Code of Civil Procedure, Section 995.660%
OR
3. In lieu of 1 & 2, a company of equal financial size and stability that is
approved by the City's Insurance/Risk Manager.
D. Insurance Required
I_ Comprehensive General Liability Insurance - for bodily injury (including death) and
property damage which provides limits of.not less than one million dollars ($1,000,000)
combined single limit (CSL) per occurrence.
'.California Code of Civil Procedure Section,995.'660'ar summary,states ihatanadmitted surety,must provide: 1)the original,or a certified copy
of instrument authorizing,the person who executed the bond,o do so;r2) a-certified copy of the Certi ficate'ofAuthori ty issued by the Insurance
Commissioner; 3):a certificate from City Clerk of Cupertino City that Certificate of Authority has not been,surrendered,.revoked„canceled,
annulled or suspended;4)a financial statement showing,the,assets and liabilities of the insurerat the end of the quarter calendar.year,prior to 30
days nest preceding the date of the execution"of the bond.
Page 29 of 35'
FY 2014-13 Community Development Block,Grant(CDBG)Program-CihdNon-Profit Public Service Contract
OR
2. Commercial General.Liability Insurance - for Bodily injury (including death) and property,
damage which provides limits.as follows:
a. General limit peroccurrence -$1,000,000
b. General limit aggregate-- $2,000,000
C. Products/Completed Operations- $1,000;000 aggregate
d. Personal Injury limit- $1,000,000
If coverage is provided under a Commercial General Liability Insurance form, the carrier
shall provide the City Insurance Manager with a quarterly report of the amount of
aggregate limits expended to that date. If over 50% of the aggregate,limits have been paid
or-reserved, the City may require additional coverage to be purchased by the General to
restore the required limits.
3. For either type of insurance, coverage,shal.l include:
a. Premises,and Operations
b. Products/Completed Operations with limits of one million dollars ($1,000,000)
per occurrence/aggregate to be maintained for two (2) years following acceptance
of the work by the City.
C. Contractual Liability expressly, inc:fuding liability assumed under this Contract.
d. Personal Injury.liability.
e: Independent Contractors' (Protective) liability
f. Severability of Interest clause providing that the coverage applies separately to
each insured except with respect to the limits of liability.
4. For either type of insurance, coverage shall include the following endorsements,
copies of which,shall be provided to the City and the Contractor:
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the City of Cupertino and
Contractor as additional insureds.
b. Primary Insurance.Endorsement:
Insurance afforded by the additional insured endorsement shall apply as primary
insurance, and other insurance maintained by the City of Cupertino and the
Contractor shall be excess only and not contributing with insurance provided
under this"policy.
Page 29 of 35
FY 2014-15 CommunityDevelopment Block Grant(CDBG)'Progrann Ciry Non-Profit Public Service Contract
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 wham a claim is made or a suit is brought, except
With respect to the Company's limit:of liability.
5. Comprehensive Automobile Liability In<urance,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�_L.iability Insurance for:
a. Statutory California Workers' Compensation coverage,including a broad form all-
states endorsement.
b. Employer's Liability coverage for not less than one million dollars ($1,000,000)
per occurrence for all employees engaged in services or 'operations under this
Contract.
7. Work and Materials Insurance (including but not limited to Builder's Risk, Course of
Construction, Installation Floater or similar first party property insurance for covering the
interest of the Contractor-and the City) shall be provided by the Contractor.
The Contractor's coverage shall provide the following:
a. Coverage shall,be,provided on an "all-risk" basis.
b. Coverage shall be provided on the work and.materials which are the subject of
this Contract, whether in process or manufacture.or finished, including,"in transit"
coverage to the final agreed upon 'destination of'delivery,, and including loading
and unloading operations, and such coverage shall be in,force until the work and
materials are accepted by the City.
C. City and non-profit shall be named as additional insured as its interests may
appear at the time of loss.
d. Coverage shall be in an amount no less than the full replacement value of the
property at the time of loss.
Page 30 of 35
FY 2014-.15 Community Development Block Grant(CDBG)Program Cit3/Non-Profit Public Service Contract
e. The deductible shall not exceed $1,000 per occurrence unless otherwise approved
by the City and shall be borne.by the Contractor.
f. If the construction contractor fails to maintain such insurance as is called for
herein, the City shall have cause to terminate this Contract in accordance with
Section V, paragraph B.
8. Bond Requirements
The following bond requirementsapply:
a. Contract Bonds - Priorto execution of the Contract, Contractor'shall file with.the
,City on the approved-. forms, the two surety bonds in the amounts and for the
purposes noted below, duly executed by a reputable surety company satisfactory
to City, and Contractor.shall pay all premiums and costs thereof and incidental
thereto. Both Contractor and the sureties shall sign each'bond.
b.. The,"payment bond for public works" shall betin an amount of one
hundred percent (1006/,) of the Contract price, as determined from the prices in
'the bid form, and shall insure to the benefit of persons performing labor or
furnishing materials in connection with the work of the proposed Contract.. This
bond shall be maintained in full force and effect until all work under the Contract
is completed and accepted by the City, and until all claims for materials and.labor
have been paid.
C. The "performance bond"shall"be in an amount of one hundred percent (100%) of
the Contract price,as determined from the prices in the bid form. and shall insure
the faithful performance by Contractor of all work under,the Contract. It shall also
insure the replacing of, or making acceptable, any defective materials or faulty
workmanship.
Should any surety or sureties be deemed unsatisfactory at.any time by the City
notice, will be given Contractor to that effect, and Contractor shall forthwith
substitute a new surety or sureties satisfactory to the City. No further payment
shall be deemed due or will be made under the Contract until the new; sureties
qualify and are accepted by the City.
All alterations, time extensions, extra and additional work, and other changes
authorized by the Specifications, or any part of the Contract, may be made without
securing consent of the surety or.sureties on the contract bonds.
9. Special Provisions
The following provisions.shall apply to--this Contract:
a. The:foregoing,requirements as to the types and limits of insurance coverage
to be maintained by the General and,any approval of said insurance by the City or
Page 31 of 35
FY'2014-15 Community Development Block Grant Program City/Non-Profit Public Service Contract ..
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.
Page 32 of 35
FY 2014-15 Community Development Block Grantt(CDBG),Program City/Non=Profit Public Service Contract .
EXI-I:BIT F
ASSURANCES
CORPORATION,.hereby assures and certifies that itwill 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'PublicLaw-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 11.663, as,amended by Executive Order 12259'addresses
discrimination. HUD regulations,implementing Executive Order 11063 are;contained in
24 CFR, Part 107; Title VI of'the Civil.Rights Act of 1964 as amended; Title VIII of the
Civil Rights Act of 1968 as amended; Section 104(b) and Section 109 of Title.1 of the
Housing;and Community Development.Act of 1974 as amended; Section 504-of the
Rehabilitation Act of 1973; theAge Discrimination Act of 1975; Executive Order 1.1246
as amended by Executive Orders 11375, 12086, 11478, 1-2107; Executive Order 11625 as
amended by Executive Order 12007;,Executive.Order 12432; Executive Order 12138 as
amended by executive.Order 12608.
2. 570.602. Section 109 of the Act:addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards.
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation, Displacement and Acquisition.
7. 570.607.. Employment and.Contracting Opportunities.
8.1 570.608. Lead-Based Paint.
9. 570.609.. Use of.Debarred, Suspended, or Ineligible Contractors or`Subrecipients.
10. 570.610. Uniform Administrative Requirement and Cost Principles. The CITY, its
Subrecipients, agencies or instrumentalities, shall,comply with the;policies, guidelines,
and requirements of 24 CFR Part 85 (Common Rule), and OMB Circulars A-110 (Grants
and Agreements with Non-Profit Organizations), A-122 (Cost Principles,for Non-Profits),_
A-1'28(Audits of State and Local Govemnients-implemented at 24 CFR, Part 24), and.A-
133 (Audits of Institutions of Higher Education and Other Non-Profit Institutions), as
P-age33�of 35
FY 2014-13 Community Development Block Grant(CDBG)Program City/Von-ProLCPublic'service Contract
applicable, as they relate to the acceptance and use of Federal funds under this part. The
applicable sections of 24-CFR, Part 85 and OMB Circular A-100 are set forth at 570.502.
1t. §70.611. Conflict of Interest.
12. 570.612. Executive Order 12372,allows,titates to establish its own process for review
and comment on proposed Federal financial.assistance programs, specifically the use of
CDBG funds for the construction or planning of water or sewer facilities.
13. 570.613. Eligibility restrictions for certain resident aliens.
14. 570.614. Architectural Barriers Act and the,:Americans with Disabilities Act. Federal
regulations issued pursuant thereto, which prohibit discrimination against the disabled in
any federally assisted program, the requirements of the Architectural Barriers Act.of 1968
(42 U.S.C. 4151-4157) and the applicable requirements of Title II and/or Title III of the
Americans,with Disabilities Act of 1990;(42 U.SiC. 12131 et sue:),the requirements of
Section 504 of the Rehabilitation Act of 1973 (29`U.S.C. 794), and federal regulations
issued pursuant thereto.
15. Drug Free Work Place. The requirements of the.Drug Free Workplace Act of 1988
(P.L. 100-690) and implementing regulations at 24 C.F.R. Part24.
16. Religious Organizations. If the CORPORATION is a religious organization, as defined
by the CDBG program, all conditions prescribed by HUD for the use of CDBG Funds by
religious organizations; including the First.Amendment of the United States Constitution
regarding church/state principles and the applicable constitutional prohibitions set forth in
24 C.F.R.;Section 570.2000).
17. Flood Disaster Protection. The Flood Disaster Protection Act of 1973:(P.L. 93-234).
No portion of the assistance provided under this Agreement is approved for acquisition or
construction purposes°as defined under Section 3(a) of said Act.for use in an area
identified by HUD as having special flood hazards which is located inia community not
then in compliance with the,requirements for participation.in the national flood.insurance
program pursuant to Section-201(d) of said Act. The use of any assistance provided under
this Agreement for such acquisition or construction in such identified areas in
communities then participating in the;national flood insurance program is subject to the
mandatory purchase of flood.insurance requirements of Section 1`02(a) of said Act. Any
contract or Agreement for the sale, lease, or other transfer of land,acquired, cleared or
improved with assistance provided under this.Agreementis to-contain certain provisions.
These'provisions will.apply if such land is located in an area identified by HUD as having
special flood hazards and in which the sate of flood insurance has been.made available
under the National Flood Insurance Act of 1968, as.amended, 42 U.S.C. 4001 et sect.
These provisions obligate,the'transferee••and its successors or assigns to.obtain and
maintain, during the ownership of such land; such flood insurance'as required with
respect to financial assistance for acquisition or construction purposes under Section
102(s) of the Flood.Disaster Protection Act of 1973. Such provisions are required
Page34 of 35
FY 2014-15 Community Development Block Grant(CDBG)Program City/Non-.Profit PubliclService Contract
notwithstanding the fact hat the construction on such land,is not itself funded with
assistance provided under-this Agreement..
18. Environmental and Historic Preservation. 24 C'.F.R. Part 58,which prescribe
procedures for compliance with the National Environmental Policy Act of 1969 (42
U.S.C. 4321=4361), and the additional laws and authorities li'sted,at,24 C.F.R. 58.5.
19. HUD Regulations. Any other HUD regulations,present or as may be amended,added, or
waived in the future pertaining to the.Grant funds; including but not limited to.HUD
regulations as may be,promulgated regarding subrecipients.
Page35`of 35
FY 2014-15 Community Development13lock Grant(CDF G)Program City/Non-ProfilPublic Service Contract