1995-133-Execute An Agreement Between The County Of Santa Clara And The Town To Participate In The Urban County Community Development Block Grant Program For Fiscal Year 1995-96RESOLUTION 1995 133
RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS
AUTHORIZING THE TOWN MANAGER TO EXECUTE AN AGREEMENT
BETWEEN THE COUNTY OF SANTA CLARA
AND THE TOWN OF LOS GATOS
TO PARTICIPATE IN THE URBAN COUNTY
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM FOR
FISCAL YEAR 1995 -96
WHEREAS, the Town of Los Gatos participates in the County Cooperative
Community Development Block Grant Program; and
WHEREAS, the Department of Housing and Urban Development requires an
individual contract between the County of Santa Clara and participating cities; and
NOW, THEREFORE, THE TOWN COUNCIL OF THE TOWN OF LOS
GATOS DOES HEREBY RESOLVE AS FOLLOWS: that the Town Manager is authorized to
execute: 1) the Agreement for Community Development Block Grant funds for the period July
1, 1995, through June 30, 1996, between the County of Santa Clara and the Town of Los Gatos,
attached as Exhibit A; and, 2) future amendments to the Exhibits to the Agreements so long as
they conform to the adopted Town budget.
i
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town
of Los Gatos, California, held on the 18th day of September, 1995, by the following vote.
COUNCIL MEMBERS:
AYES: Randy Attaway, Joanne Benjamin, Steven Blanton, Linda Lubeck,
Mayor Patrick O'Laughlin
NAYS: None.
ABSENT: None.
ABSTAIN: None.
SIGNED: 1pJU 6�+,
MAYOR OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
ATTEST:
CLERK OF THE TOWN(OF LOS GATOS
LOS GATOS, CALIFORNIA
N
?'. YS- /.
COMMUNITY DEVELOPMENT BLOCK GRANT
COUNTY/CITY CONTRACT
Contract No. LG -96 -00
THIS Contract is made and entered into by and between the COUNTY
OF SANTA CLARA, a political subdivision of the State of California
(hereinafter "COUNTY "), and the CITY/TOWN OF LOS GATOS
(hereinafter "CITY ") participating as a member of the County of Santa
Clara COMMUNITY DEVELOPMENT BLOCK GRANT (hereinafter "CDBG ") Joint
Powers Agreement. The allocation of funds pursuant to this Contract
shall be a grant. COUNTY approved the allocation and disbursement of
CDBG funds to CITY on May 9, 1995, Agenda Item #72.
WITNESSETH
WHEREAS, COUNTY has received CDBG Entitlement Program funds
from the United States Department of Housing and Urban Development
(hereinafter HUD) as an entitlement jurisdiction pursuant to the
provisions of Title 1 of the Housing and Community Development Act of
1974, as amended; and,
WHEREAS, COUNTY has agreed to the use by CITY, as a subrecipient,
of a portion of COUNTY'S CDBG entitlement for a housing program to be
operated within COUNTY and which shall benefit low and very low income
households;
NOW, THEREFORE, the parties agree as follows;
(.PROGRAM
COUNTY agrees to allocate for fiscal year a portion of its CDBG
entitlement, and /or program income as defined in 24 CFR 570 Subpart J,
"Grant Administration" (570.504), to the CITY, as a subrecipient of the
County being the sum of FOUR HUNDRED THIRTY FIVE THOUSAND
THREE HUNDRED EIGHTY DOLLARS AND 45/100 Dollars ($435,380.45 )
for the purpose of reimbursing the City for costs incurred to implement
the housing program (hereinafter "PROGRAM "). A lump sum figure is
allocated for this contract and the parties understand and agree that the
COUNMCITY CONTRACT 1 REVISED 6172195
allocation is distributed by the COUNTY through reimbursing the CITY for
allowed expenses, and no lump sum distribution of CDBG funds is made at
the outset of this contract. Reimbursement for fiscal year 1995/96 shall
not exceed the total sum of the beginning fiscal year Cash Control Sheet
(fiscal year CDBG allocation of funds to CITY, and roll -over of unexpended
CDBG funds from previous years allocations to CITY.) CITY is granted
authority to also expend funds for eligible CDBG Housing activities from
its approved rehabilitation program revolving loan fund account, including
accrued Program Income. Such authority is based on CITY being in
compliance with all Federal Rules and Regulations governing the CDBG
PROGRAM, and the COUNTY CDBG Reallocation Guidelines.
As a condition to this contract CITY shall submit numerous exhibits
marked as noted herein, attached to this contract, incorporated by this
reference, as though fully set forth as follows: Exhibit "A" (Agency
Description), Exhibit "B" (Project Work Plan), Exhibit "C" (Proposed
Implementation Time Schedule) Exhibit "D" (Budget), Exhibit "E"
(Certifications), Exhibit "F" (Assurances), and Exhibit "G" (Insurance), or
an equivalent acceptable format for providing this information, for all
allocated CITY projects awarded funding during fiscal year 1995/96. The
approved versions of such submittals shall become a part of this Contract
by being attached hereto and by this reference incorporating such
submittals.
Il. TERM
A. The purpose of this Contract is for the COUNTY to allocate and
disburse CDBG funds. The term of this Contract for allocation and
disbursement purposes shall begin on July 1, 1995 and shall
terminate on June 30, 1.996 unless terminated earlier pursuant to
Section V or Section VII of this Contract.
B. The term of expenditure for the grant amount provided for herein
shall begin on Jul} 1, 1995 and terminate on the earliest of the
following dates as set forth herein: June 30. 1996; the date of the
expenditure of the total grant, and /or program income amount
provided for herein; upon the termination date established pursuant
to Section V or Section VII of this Contract.
COUNTY /CITY CONTRACT 2 REVISED 6112195
III. OBLIGATIONS OF CITY
A. City shall:
1. Provide COUNTY with written certification that the following
information will be on file at the CITY offices, and will be subject
to monitoring by HUD and /or COUNTY HCD staff, or their
representatives.
a. Names and addresses of the current CITY Manager and CITY
Councilmembers;
b. Copy of CITY'S approved Affirmative Action Plan; and
C. Records of all CITY Council meetings dealing with CDBG
matters.
2. CITY shall provide COUNTY with information and housing objectives
for the Urban County Comprehensive Housing Affordability Strategy
(CHAS) and /or the Consolidated Plan upon request at the beginning of
each program year.
B. Program Performance by CITY. CITY shall:
1. Conduct the PROGRAM within Santa Clara County, for the purpose of
benefiting low and very low income households.
2. File progressive reports with COUNTY on the type and number of
services rendered through the operation of the PROGRAM and a
description of the beneficiaries of these services, which reports
shall evaluate the manner in which the PROGRAM is achieving its
objectives and goals as a participating non - entitlement city.
C. Fiscal Responsibilities of CITY. CITY shall:
1. Appoint and submit the name of the CITY managerial staff who shall
be responsible for the financial and accounting CDBG activities of
CITY, including the receipt and disbursement of CITY CDBG funds. The
COUNTY shall immediately be notified in writing of the appointment
COUNMCITY CONTRACT 3 REVISED 6112195
of a new fiscal agent and that agent's name, and CITY will submit
three (3) new signature cards if applicable.
2. Establish and maintain an accounting system that shall be in
conformance with generally accepted principles of accounting. The
accounting system shall be subject to review and approval of
COUNTY.
3. Document all PROGRAM costs by maintaining records in accordance
with Section III, Paragraph D below.
4. Submit to the COUNTY request for reimbursement, as needed,
supported by documentation as agreed to by CITY and COUNTY.
5. Certify current and continuous insurance coverage of CITY, subject
to approval of COUNTY and in accordance with requirements as
outlined in Exhibit "G" (Insurance); and obtain certificate of
sufficient insurance from all subrecipients which shall list CITY as
additional insured.
6. Subparagraph C. 1) through 5) above are express conditions precedent
to disbursement of any COUNTY funding and failure to comply with
these conditions may, at the discretion of COUNTY, result in the
suspension of funding or termination of specific projects in non-
compliance; or initiate the suspension of funding or termination of
this Contract as provided for herein.
7. CITY is liable for repayment of all disallowed costs and ineligible
activities. Disallowed costs and ineligible activities may be
identified through audits, monitoring or others sources. CITY shall
be required to respond to any adverse findings which may lead to
disallowed costs, subject to provisions of OMB Circular A -87, "Cost
Principles for State and Local
D. Establishment and Maintenance of Records. CITY shall:
1. Maintain complete and accurate records of all its CDBG transactions
including, but not limited to, contracts, invoices, time cards, cash
receipts, vouchers, canceled checks, bank statements, client
COUNTY /CITY CONTRACT 4 REVISED 6172195
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; and
b. All other matters covered by this Contract.
E. Preservation of Records. CITY shall preserve and make available its
records:
1. Until the expiration of five years from the date of final
payment to CITY under this Contract; or
2. For such longer period, if any as is required by applicable law;
or
3. If this Contract is completely or partially terminated, the
records relating to the work terminated shall be preserved and
made available for a period of five years from the date of
termination.
F. Examination of Records: Facilities. At any time during normal
business hours, and as often as may be deemed reasonably necessary,
CITY agrees that HUD and the COUNTY, and /or any duly authorized
representatives may until expiration of: (a) five years after final
payment is made pursuant to this Contract, (b) five years from the
date of termination of this Contract, or (c) such longer period as
may be prescribed by law: have access to and the right to examine
Subrecipient CDBG records and facilities. The CITY shall provide
language in it's Contracts with all Subrecipients stipulating that at
any time during normal business hours, and as often as may be
deemed reasonably necessary, Subrecipient agrees that HUD and the
COUNTY, and /or any duly authorized representatives may until
expiration of: (a) five years after final payment is made pursuant to
this Contract, (b) five years from the date of termination of this
Contract, or (c) such longer period as may be prescribed by law: have
access to and the right to examine Subrecipient CDBG records and
COUNTY /CITY CONTRACT 5 REVISED 6172195
facilities. CITY also agrees that COUNTY or any duly authorized
representatives shall have the right to audit, examine, and make
excerpts or transactions of and from, such records and to make
audits of all contracts and subcontracts, invoices, payrolls, records
of personnel, conditions of employment, materials and all other data
relating to the PROGRAM and matters covered by this Contract. CITY
will be notified in writing of intended audits. CITY will be notified
in writing of intended inspections of records and facilities and of
intended audits no less than three business days before such
inspections or audits. CITY will be required to respond in writing to
the HCD Program Manager to any audit findings, and have the
responses included in the final audit report. The cost of any such
audit will be borne by COUNTY.
G. Compliance with Law. CITY staff shall become familiar and comply
with and require all its subcontractors, independent contractors and
employees, if any, to become familiar and comply with all applicable
Federal, State and local laws, ordinances, codes, Regulations and
decrees including, but not limited to, those Federal rules and
Regulations, executive orders, and statutes identified in "F"
ASSURANCES. Specifically, CITY shall comply with the requirements
of OMB Circular No. A -87, "Principles for Determining Costs
Applicable to Grants and Contracts with State, Local and Federally
recognized Indian Tribal Governments ", and OMB Circular A -128
"Audits of State and Local Governments ".
In addition, CITY will comply with Federal Regulations as cited in 24
CFR Part 570, Subpart J, and 24 CFR Part 85, and all other local,
State or Federal laws applicable to this PROGRAM.
IV. OBLIGATIONS OF COUNTY
A. Method of Payment. During the term of this Contract, COUNTY shall
reimburse CITY for all allowable costs and expenses incurred in
connection with the PROGRAM, not to exceed the total sum of the
beginning fiscal year Cash Control Record plus all Program Income
accrued during the fiscal year. Reimbursement for eligible expenses
will be paid by COUNTY within thirty days (30) of the date the
reimbursement request is received by COUNTY HCD staff, under the
COUNTY /CITYCONTR4CT 6 REVISED 6112195
provision that the CITY has complied with all PROGRAM regulations,
and contract conditions agreed to by CITY and COUNTY.
Reimbursement may be held back, in part or in full, by COUNTY, in
the event of CITY'S non - compliance to PROGRAM regulations and
conditions. Substantial non - compliance includes, but is not limited
to, incomplete documentation of expenses, failure to submit
adequate documentation of PROGRAM progress as described in III,
paragraph B.2, of this Contract, failure to provide and maintain an
accounting system that shall be in conformance with generally
accepted principles of accounting, or based on the suspension or
termination of the Grant to COUNTY made pursuant to the Housing
and Community Development Act of 1974, as amended.
B. In the case of CITY substantial non - compliance prior to exercising
any recourse authorized herein, COUNTY shall initiate the following
procedure:
1. Notify the CITY Coordinator in writing of the alleged
substantial non - compliance and request an immediate meeting
between CITY Coordinator and COUNTY HCD Program Manager to
resolve issue(s). If issue(s) is(are) not resolved satisfactorily
within thirty (30) days, notify CITY Manager in writing
requesting an immediate meeting between CITY Manager, CITY
Coordinator and COUNTY HCD Program Manager to resolve the
issue(s).
2. Determine if any portion of the reimbursement request meets
all eligible criteria, and if so, authorize payment for the
eligible portion of the reimbursement request;
3. Review the procedure to be followed under V. C. of this
Contract (CONTRACT COMPLIANCE, Corrective Action
Procedure); and
4. If applicable, forward a written report to HUD's Regional
Office detailing the substantial non - compliance issues and the
steps being instituted to correct performance, copy to the CITY
Manager.
COUNT;' /CITY CONTRACT 7 REVISED 6172195
C. Compliance with Law. COUNTY shall become familiar and comply
with and require all its subcontractors and employees, if any, to
become familiar and comply with all applicable Federal, State and
local laws, ordinances, codes, regulations and decrees including, but
not limited to, those Federal rules and regulations, executive orders,
and statues identified in "F" ASSURANCES. Specifically, COUNTY
shall comply with the requirements of OMB Circular No. A -87,
"Principles for Determining Costs Applicable to Grants and
Contracts with State, Local, Federally recognized Indian Tribal
Governments ", and OMB Circular A128 "Audits of State and Local
Governments ".
In addition, COUNTY will comply with Federal Regulations as cited in
24 CFR Part 570, Subpart J, and 24 CFR Part 85, and all other Local,
State or Federal laws applicable to this PROGRAM.
V. CONTRACT COMPLIANCE
A. Monitoring and Evaluation of Services. Evaluation and monitoring of
the PROGRAM performance shall be the mutual responsibility of both
COUNTY and CITY, with the understanding that HUD looks to COUNTY
as the sole responsible party for meeting PROGRAM requirements.
CITY shall furnish data, statements, records, information and
reports as mutually agreed to by CITY and COUNTY as necessary for
COUNTY to monitor, review and evaluate the performance of the
PROGRAM and its components. COUNTY shall have the right to request
the services of an outside agent to assist in any such evaluation.
Such services shall be paid for by COUNTY.
B. Contract Non - compliance. If CITY fails to comply with any provision
of this Contract (24 CFR 85.43 "Enforcement ") COUNTY shall have the
right to terminate this contract or to require corrective action to
enforce compliance with such provision. Examples of non - compliance
include but are not limited to:
1. If CITY knowingly has made any material misrepresentation of
any nature with respect to any information or data furnished
to COUNTY in connection with the PROGRAM.
COUNTY /CITY CONTRACT 8 REVISED 6172195
2. If there is pending litigation with respect to the performance
by CITY of any of its duties or obligations under this Contract
which may materially jeopardize or adversely affect the
undertaking of or the carrying out of the PROGRAM. The CITY
and COUNTY may negotiate a reinstatement of this Contract
following termination or conclusion of such litigation.
3. If CITY has taken any action pertaining to the PROGRAM, which
action required COUNTY approval, and such approval was not
obtained.
4. If CITY is in default under any provision of this Contract.
5. If CITY makes improper use of COUNTY funds.
6. If CITY fails to meet all provisions of the COUNTY CDBG
Reallocation Guidelines, or Joint Powers Agreement.
C. Corrective Action Procedure. Once non - compliance is established the
following procedure shall be initiated:
1. COUNTY HCD Program Manager and CITY Manager shall negotiate
a time frame and course of action for correcting the non-
compliance;
2. Under this Contract, CITY shall provide COUNTY with a written
plan and time frame for correcting the non - compliance issue
(s). Such plan shall be submitted by CITY to COUNTY within
thirty (30) days of the initial non - compliance meeting between
CITY and COUNTY.
3. CITY must initiate the corrective action procedure within
sixty (60) days of the initial non - compliance meeting between
the COUNTY HCD Program Manager and the CITY Coordinator
(COUNTY, at their discretion, may extend this time line for
extenuating circumstances);
4. COUNTY shall have the right to require the presence of CITY
officers at any hearing or meeting called for the purpose of
COUNTY /CITY CONTRACT 9 REVISED 6172195
considering corrective action; and
5. CITY has the right to appeal all findings of non - compliance,
and subsequent corrective action, with both the COUNTY Board
of Supervisors and HUD.
D. Termination for Cause. Notwithstanding anything to the contrary
contained in the foregoing, COUNTY may terminate or suspend this
Contract by written notice to CITY for any of the following reasons:
1. The non - compliance issue(s) as set forth in Section V, B have
not been addressed and resolved within the aforementioned
corrective action plan time period;
2. If CITY is in bankruptcy or receivership;
3. If a member of CITY'S management is duly found to have
committed wrongful acts in connection with the CDBG program
(termination or suspension shall be applied only to that portion
of the CDBG program for which the person who committed
wrongful act is responsible);
4. If there is reliable evidence that CITY is unable to operate the
PROGRAM.
Suspension of payment or termination under this section shall be
effective on the date notice of termination is received by CITY, or
such later date as may be specified in the notice.
�,
A. COUNTY. The County Executive shall assign a single PROGRAM
MANAGER for COUNTY who shall render overall supervision of the
progress and performance of this Contract by COUNTY. All services
agreed to be performed by COUNTY shall be under the overall
directiori of the PROGRAM MANAGER.
COUNMCRY CONTRACT 10 REVISED 6112195
B. CITY. As of the date hereof, CITY has designated
Sangeetha Gal i to serve as CITY CDBG Program
Coordinator, and CITY MANAGER David W Knapp
(or assignee approved by the CITY Council) to assume overall
responsibility for the progress and execution of this Contract. The
COUNTY shall be immediately notified in writing of the appointment
of a new CITY CDBG Program Coordinator, or a new CITY Manager (or
assignee approved by the CITY Council).
C. NOTICES. All notices or other correspondence required or
contemplated by this Contract shall be sent to the parties at the
following addresses:
COUNTY Charles Chew, HCD Program Manager
Housing and Community Development Program
1735 North First Street, Suite 265
San Jose, CA 95112
CITY Town of Los Gatos
Name of CITY
1.10 East Plain Street, Los Gatos, CA 95032
Address of CITY
David W. Knapp
Name of CITY MANAGER
All notices shall either be hand delivered or sent by United States mail,
registered or certified, postage prepaid. Notices given in such a manner
shall be deemed received when hand delivered or seventy -two (72) hours
after deposit in the United States mail. Any party may change his or her
address for the purpose of this section by giving five days written notice
of such change to the other party in the manner provided in this section.
VIE. TERMINATION
A. In addition to the COUNTY'S right to terminate for cause set forth in
Section V, either COUNTY or CITY may suspend or terminate this
Contract as provided for in 24 CFR 570, at Subpart J "Grant
COUNTMITYCONTRACT 11 REVISED 6112195
Administration ", and /or 24 CFR 85.44 "Termination for Convenience ".
Provisions of the Reallocation Guidelines will apply, but may be
adjusted if termination is for cause.
B. Upon termination, either under this Section VII or Section V, CITY
shall:
1. be paid for all documented services actually rendered to
COUNTY to the date of such termination; provided, however,
COUNTY shall be obligated to compensate CITY only for that
portion of CITY'S services which are allowable costs and
expenses as determined by an audit or other monitoring device;
2. turn over to COUNTY immediately any and all copies of studies,
reports and other data, whether or not completed, prepared by
CITY or its subcontractors or subrecipients, if any, in
connection with this Contract. Such materials shall become
property of COUNTY. CITY, however, shall not be liable for
COUNTY'S use of completed documents if used for other than
the services contemplated by this Contract; and
3. transfer to the COUNTY any CDBG funds on hand and any
accounts receivable attributable to the use of CDBG funds. All
assets acquired with CDBG funds shall be returned to the
COUNTY unless otherwise negotiated by separate Contract per
the provisions of the Santa Clara County CDBG REALLOCATION
GUIDELINES.
C. Upon termination of this Contract, CITY shall immediately provide
COUNTY access to and copies of (if requested) all documents,
records, payroll, minutes of meetings, correspondence and all other
data pertaining to the CDBG entitlement fund granted to CITY
pursuant to this Contract.
Vlll. USE AND DISPOSAL OF REAL OR PERSONAL PROPERTY
CITY and COUNTY will be accountable for 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
COUNTY /CITY CONTRACT 12 REVISED 6112195
(Program Income), and 570.505 (Use
use and disposal of Real or Personal
part, with CDBG funds.
of Real Property) with regards to the
Property purchased in whole, or in
A. In addition, 24 CFR Part 85 (The Common Rule) includes definitions
under 24 CFR Part 85.3, however, Common Rule 85.31 (Real Property)
DOES NOT APPLY TO CDBG ACTIVITIES.
The following definitions will apply to this Contract:
B. Definitions. 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 Property as defined in
detail by 24 CFR, Part 570.503 (Agreements With Subrecipients),
570.505 (Use of Real Property), and 570.504 (Program Income).
IX. PROGRAM INCOME
Income generated by the PROGRAM shall be regulated by all provisions of
24 CFR 570 Subpart J "Grant Administration ", and the Santa Clara County
CDBG REALLOCATION GUIDELINES. (C. 1. a.c . )
This is a Contract by and between independent contractors and is not
intended and shall not be construed to create the relationship of agent,
servant, employee, partnership, joint venture or association between CITY
and COUNTY. CITY, including its officers, employees, agents, independent
contractors or subcontractors, shall not have any claim under this
COUNTY /CITY CONTRACT 13 REVISED 6112195
Contract or otherwise against COUNTY for any Social Security, Worker's
Compensation, or employee benefits extended to employees of COUNTY.
XI. ASSIGNABILITY
A. This Contract may not be assumed nor assigned to another CITY,
CORPORATION, PERSON, PARTNERSHIP or any other entity without the
prior written approval of COUNTY.
B. None of the work or services to be performed hereunder shall be
assigned, delegated or subcontracted to third parties without the
prior written approval of COUNTY. Copies of all third party contracts
shall be submitted to COUNTY at least ten days prior to the proposed
effective date. In the event COUNTY approves of any such
assignment, delegation or subcontract, the subcontractors,
assignees or delegates shall be deemed to be employees of CITY, and
CITY shall be responsible for their performance and any liabilities
attaching to their actions or omissions. The use of the word
"employees" in this paragraph is limited solely to activities by those
persons described herein, related to the management and potential
repayment of the program funds provided for in the Contract. The use
of the term here does not create liability for personal injuries,
worker's compensation or other forms of liability, obligation or
responsibility which flow from employee /employer relationships.
XII. DISCLOSURE OF CONFIDENTIAL CLIENT INFORMATION
COUNTY and CITY agree to maintain the confidentiality of any information
regarding applicants for services offered by the PROGRAM pursuant to this
Contract or their immediate families which may be obtained through
application forms, interviews, tests, reports from public agencies or
counselors, or any other source. Without the written permission of the
applicant, such information shall be divulged only if permitted by law or
as necessary for purposes related to the performance or evaluation of the
services and work to be provided pursuant to this Contract, and then only
to persons having responsibilities under this Contract, including those
furnishing services under the PROGRAM through approved subcontracts.
COUNTY /CITY CONTRACT 14 REVISED 6112195
XIII. HOLD HARMLESS
CITY shall indemnify and hold harmless, the COUNTY, its employees and
elected officials, boards and commissions, with respect to any damages,
including attorney's fees and court costs, arising
from:
1. Any negligent act or omission, or willful misconduct arising
out of any work or service performed by CITY, its officers,
employees, agents or subcontractors under the PROGRAM or
this Contract, including but not limited to the evaluation and
monitoring of subrecipients PROGRAM performance.
COUNTY shall indemnify, defend and hold harmless, the CITY, its
employees, officers, officials, boards and commissions, and agents, with
respect to any claims, causes of action, or damages, including attorney's
fees and court costs, arising from:
1. The failure of COUNTY to reimburse CITY for eligible costs as
defined by HUD and this Contract; and
2. Any negligent act or omission, or willful misconduct arising
out of any work or service performed by COUNTY, its officers,
employees, agents or subcontractors under the PROGRAM or
this Contract.
All additional provisions set forth in Exhibits "A" - "G", attached hereto
and incorporated herein by this reference, e.g. Insurance "G ", shall be
required by CITY of all its program recipients.
XIV. WAIVER OF RIGHTS AND REMEDIES
In no event shall any payment by COUNTY constitute or be construed to be a
waiver by COUNTY of any breach of the covenants or conditions of this
Contract or any default which may then exist on the part of CITY, and the
making of any such payment while any such breach or default shall exist
shall in no way impair or prejudice any right or remedy available to
COUNTY with respect to such breach or default. In no event shall payment
to CITY by COUNTY in any way constitute a waiver by COUNTY of its rights
COUNTY/CITYCONTRACT 15 REVISED 6172195
to recover from CITY the amount of money paid to CITY on any item which
is not eligible for payment under the PROGRAM or this Contract.
XV. NONDISCRIMINATION
In connection with the performance of this Contract, CITY assures that no
person shall be subject to discrimination because of sex, race, religion,
ethnic background, sexual preference,
age, handicapped status, or union activity.
XVI. AMENDMENTS
Amendments to the terms or conditions of this Contract shall be
requested in writing by the party desiring such amendments, and any such
amendment shall be effective only upon the mutual Agreement in writing
of the parties hereto.
XVII. INTEGRATED DOCUMENT
This Contract, in conjunction with the Santa Clara County CDBG Joint
Powers Agreement, contains the entire agreement between COUNTY and
CITY with respect to the subject matter hereof. No written or oral
agreements, other than the Santa Clara County CDBG Joint Powers
Agreement, with any officer, agent or employee of COUNTY prior to
execution of this Contract shall affect or modify any of the terms of
obligations contained in any documents comprising this Contract.
XVIII. ATTORNEY'S FEES
In the event it becomes necessary for any party to obtain legal counsel to
enforce the terms of this contract, the prevailing party shall be entitled
to recover reasonable attorney's fees and costs.
XIX. MISCELLANEOUS
A. The captions of this Contract are for convenience of reference only,
and the words contained therein shall in no way be held to explain,
modify, amplify or aid in the interpretation, construction or meaning
of the provisions of this Contract.
COUNTY /CITY CONTRACT 16 REVISED 6112195
B. All exhibits attached hereto and referred to in this Contract are
incorporated herein by this reference as if set forth fully herein.
IN WITNESS WHEREOF, the parties have executed this Contract in duplicate
the day and year above written.
ATTEST:
Clerk, Board of Supervisors
APPROVED AS TO FORM AND
LEGALITY:
Deputy County Counsel
APPROVED AS TO FORM:
City Attorney
jc.contracts #2
COUNTY OF SANTA CLARA
Chairperson, Board of Supervisors
CITY
m
COUNTY /CITY CONTRACT 17 REVISED 6112195
CERTIFICATIONS
EXHIBIT E
In accordance with the applicable statutes and the regulations governing the consolidated
plan regulations, the jurisdiction certifies that:
Affirmatively Further Fair Housing -- The jurisdiction will affirmatively further fair housing,
whicli means it will conduct an analysis of impediments to fair housing choice within the
jurisdiction, take appropriate actions to overcome the effects of any impediments identified .
through that analysis, and maintain records reflecting that analysis and actions in this regard.
Anti - displacement and Relocation Plan -- It will comply with the acquisition and relocation
requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act
of 1970, as amended, and implementing regulations at 49 CFR 24; and it has in effect and is
following a residential anti displace ment and relocation assistance plan required under section
104(d) cf the Housing and Community Development Act of 1974, as amended, in connection
with any activity assisted with funding under the CDBG or HOME programs.
Drug Free Workplace -- It will or will continue to provide a drug -free workplace by:
1. Publishing a statement notifying employees that the unlawful manufacture, distribution,
dispensing, possession, or use of a controlled substance is prohibited in the grantee's
workplace and specifying the actions that will be taken against employees for violation of
such prohibition;
2. Establishing an ongoing drug -free awareness program to inform employees about -
(a) The dangers of drug abuse in the workplace;
(b) The grantee's policy of maintaining a drug -free workplace;
(c) Any available drug counseling, rehabilitation, and employee assistance programs; and
(d) The penalties that may be imposed upon employees for drug abuse violations
occurring in the workplace;
3. Making it a requirement that each employee to be engaged in the performance of the
grant be given a copy of the statement required by paragraph 1;
4. Notifying the employee in the statement required by paragraph 1 that, as a condition of
employment under the grant, the employee will -
(a) Abide by the terms of the statement; and
(b) Notify the employer in writing of his or her conviction for a violation of a criminal drug
statute occurring in the workplace no later than five calendar days after such
conviction::*
5. Notifying the agency in writing, within ten calendar days after receiving notice under
subparagraph 4(b) from an employee or otherwise receiving actual notice of such
conviction. Employers of convicted employees must provide notice, including position
title, to every grant officer or other designee on whose gram acivuy me uumluteu
employee was working, ur' ,s the Federal agency has designated a central point for
the receipt of such notices. Aotice shall include the identification nber(s) of each
affected grant;
6. Taking one of the following actions, within 30 calendar days of receiving notice under
subparagraph 4(b), with respect to any employee who is so convicted -
(a) Taking appropriate personnel action against such an employee, up to and including
termination, consistent with the requirements of the Rehabilitation Act of 1973, as
amended; or
(b) Requiring such employee to participate satisfactorily in a drug abuse assistance or
rehabilitation program approved for such purposes by a Federal, State, or local health,
law enforcement, or other appropriate agency;
7. Making a good faith effort to continue to 5 maintai and 6n a drug -free workplace through
implementation of paragraphs 1, 2, 3,
Anti - Lobbying - -To the best of the jurisdiction's knowledge and belief:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of it, 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 of any cooperative
agreement, and the extension, continuation, 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 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 this 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; and
3. It will require that the language of paragraph (n) of this certification be included in the
award documents for all subawards at all tiers (including subcontracts, subgrants, and
contracts under grants, loans, and cooperative agreements) and that all subrecipients
shall certify and disclose accordingly.
Authority of Jurisdiction -- The consolidated plan is authorized under State and local law
(as applicable) and the jurisdiction possesses the legal authority to carry out the programs for
which it is seeking funding, in accordance with applicable HUD regulations.
Consistency with plan -- The housing activities to be undertaken with CDBG, HOME, ESG,
and HOPWA funds are consistent with the strategic plan.
Section 3 — It will comply with lion 3 of the Housing and Urban Deg )pment Act of 1968,
and implementing regulations at 24 CFR Part 135..
L 5/11/95
Signature /Authorized Offcia Date
County Executive
Title
U
Specific CDBG Certifications
The Entitlement Community certifies that:
Citizen Participation -- It is in full compliance and following a detailed citizen participation
plan that satisfies the requirements of 24 CFR 91.105.
Community Development Plan -- Its consolidated housing and community development plan
identifies community development and housing needs and specifies both short -term and long-
term community development objectives that provide decent housing, expand economic
opportunities primarily for persons of low and moderate income. (See CFR 24 570.2 and CFR
24 part 570)
Following a Plan -- It is following a current consolidated plan (or Comprehensive Housing
Affordability Strategy) that has been approved by HUD.
Use of Funds -- It has complied with the following criteria:
Maximum Feasible Priority. With respect to activities expected to be assisted with CDBG
funds, it certifies that it has developed its Action Plan so as to give maximum feasible
priority to activities which benefit low and moderate income families or aid in the
prevention or elimination of slums or blight. The Action Plan may also include activities
which the grantee certifies are designed to meet other.community development needs
having a particular urgency because existing conditions pose a serious and immediate
threat to the health or welfare of the community, and other financial resources are not
available);
2. Overall Benefit. The aggregate use of CDBG funds including section 108 guaranteed
loans during program year(s) 1995 (a period specified by the grantee
consisting of one, two, or three specific consecutive program years), shall principally
benefit persons of low and moderate income in a manner that ensures that at least 70
percent of the amount is expended for activities that benefit such persons during the
designated period;
3. Special Assessments. It will not attempt to recover any capital costs of public
improvements assisted with CDBG funds including Section 108 loan guaranteed funds by
assessing any amount against properties owned and occupied by persons of low and
moderate income, including any fee charged or assessment made as a condition of
obtaining access to such public improvements.
However, if CDBG funds are used to pay the proportion of a fee or assessment that
relates to the capital costs of public improvements (assisted in part with CDBG funds)
financed from other revenue sources, an assessment or charge may be made against the
property with respect to the public improvements financed by a source other than CDBG
funds.
The jurisdiction will not attempt to recover any capital costs of public improvements
assisted with CDBG funds, including Section 108, unless CDBG funds are used to pay the
proportion of fee or assessment attributable to the capital costs of public improvements
financed from other revenue sources. ct to the nimprovements finhn ed by a source
made against the property wit' sp
other than CDBG funds. Also, in the case of properties owned and oL .pied by moderate -
income (not low-income) families, an assessment or charge may be made against the
property for public improvements financed by a source other than CDBG funds if the
jurisdiction certifies that it lacks CDBG funds to cover the assessment.
Excessive Force -- It has adopted and is enforcing:
1. A policy prohibiting the use of excessive force
in by violent civil enforcement agencies demon demonstrations; its and
jurisdiction against any individuals engaged
2. A policy of enforcing applicable State and local laws against physically barring entrance to
or exit from a facility or location which is the subject of such non - violent civil rights
demonstrations within its jurisdiction;
Compliance With Anti - discrimination laws -- The grant will be conducted and administered
in conformity with title VI of the Civil Rights Act of 1964 (42 USC 2000d), the Fair Housing Act
(42 USC 3601 - 3619), and implementing regulations.
Lead -Based paint -- Its notification, inspection, testing and abatement procedures
concerning lead -based paint will comply with the requirements of 24 CFR §570.608;
Compliance with laws — It will comply with applicable laws.
5/11/95
iI
Date
county Executive
Title
APPENDIX TO CERTIFICATIONS
INSTRUCTIONS CONCERNING LOBBYING AND DRUG -FREE WORKPLAUE REQUIREMENTS:
A. Lobbying Certification
This certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352, title
31, U.S. Code. Any person who fails to file the required certification shall be subject to
a civil penalty of not less than $10,000 and not more than $$100,000 for each such
failure.
B. Drug -Free Workplace Certification
By signing and /or submitting this application or grant agreement, the grantee is
providing the certification.
2. The certification is a material representation of fact upon which reliance is placed
when the agency awards the grant. If it is later determined that the grantee
knowingly rendered a false certification, or otherwise violates the requirements of
the Drug -Free Workplace Act, HUD, in addition to any other remedies available to
the Federal Government, may take action authorized under the Drug -Free
Workplace Act.
3. For grantees other than individuals, Alternate I applies. (This is the information
to which jurisdictions certify).
4. For grantees who are individuals, Alternate II applies. (Not applicable
jurisdictions.)
5. Workplaces under grants, for grantees other than individuals, need not be
identified on the certification. If known, they may be identified in the grant
application. If the grantee does not identify the workplaces at the time of
application, or upon award, if there is no application, the grantee must keep
the identity of the workplace(s) on file in its office and make the information
available for Federal inspection. Failure to identify all known workplaces
constitutes a violation of the grantee's drug -free workplace requirements.
Workplace identifications must include the actual address of buildings '(or parts
of buildings) or other sites where work under the grant takes place.
Categorical descriptions may be used (e.g., all vehicles of a mass transit
authority or State highway department while in operation, State employees in
each local unemployment office, performers in concert halls or radio stations).
7. If the workplace identified to the agency changes during the performance of
the grant; fkre grantee shall inform the agency of the change(s), it it previously
identified the workplaces in question (see paragraph five)..
8. The grantee may insert in the space provided below the site(s) for the performance of
work done in connection v the specific grant:
Place of Performance (Street address, city, county, state, zip code)
County of Santa Clara eve opment Program
ousing an omnunity u� e
North irs ree ,
Check — an ose,
w th regardrto the drug-free rp file
workplacerequir are not identified
edby 24CFR part 24e certification
subpart F.
9. Definitions of terms in the Nonprocurement Suspension and Debarment
common rule and Drug -Free Workplace common rule apply to this certification.
Grantees' attention is called, in particular, to the following definitions from these
rules:
of the s controlled
Controlled Subst nc sAct (21 U.S Cs through
8 further ) and as further defined V
regulation (21 CFR 1308.11 through 1308.15);
"Conviction" means a finding of guilt (including a plea of nolo contendere) or
imposition of sentence, or both, by any judicial body charged with the
responsibility to determine violations of the Federal or State criminal drug
statutes;
"Criminal drug statute" means a Federal or non - Federal criminal statute
involving the manufacture, distribution, dispensing, use, or possession of any
controlled substance;
"Employee" means the employee of a grantee directly engaged in the
performance of work under a grant, including: (i) All "direct charge" employees;
(ii) all "indirect charge" employees unless their impact or involvement is
insignificant to the performance of the grant; and (iii) of work under ehend
consultants who are directly engaged
grant and who are on the grantee's payroll. This definition does not include
workers not on the payroll of the grantee (e.g., volunteers, even if used to meet
a matching requirement; consultants or independent contractors not on the
grantee's payroll; or employees of subrecipients or subcontractors in covered
workplaces).
EXHIBIT F
ASSURANCES
CITY 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. Specifically CITY gives assurances and certifies
with respect to the PROGRAM that it is in compliance with the following Regulations as
defined by 24 CFR Part 570, Subpart J; 24 CFR Part 570, Subpart K; and will be
conducted and administered in conformity with `Public Law 88 -352 and Public Law
90- 284. ":
1. 570.601. Public Law 88 -352 and Public Law 90 -284; affirmatively
furthering fair housing; Executive Order 11063, as amended by Executive
Order 12259 addresses discrimination. HUD regulations implementing
Executive Order 11063 are contained in 24 CFR, Part 107.
2. 570.602. Section 109 of the Act addresses discrimination.
3. 570.603. Labor Standards.
4. 570.604. Environmental Standards.
5. 570.605. National Flood Insurance Program.
6. 570.606. Relocation, Displacement and Acquisition.
7. 570.607. Employment and Contracting Opportunities.
8. 570.608. Lead Based Paint.
9. 570.609. Use of Debarred, Suspended, or Ineligible Contractors or
Subrecipients.
10. 570.610. Uniform Administrative Requirements and Cost Principles.
The COUNTY, its subrecipients, agencies or instrumentalities, shall
comply with the policies, guidelines, and requirements of 24 CFR, Part
85, and OMB Circulars A -87 (Cost Principles for State and Local
Governments), A -110 (Grants and Agreements with Non- Profit
Organizations), A -122 (Cost Principles for Non - Profits), and A -128
(Audits of State and Local Governments - implemented at 24 CFR Part
24), 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.
1
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.
jc.legal docs #1
assurances - cities
K
EXHIBIT G
BASIC INSURANCE AND BOND REQUIREMENTS
FOR COUNTY /CITY CONTRACTS
Definition of Contractor: The "Contractor" as the word is used herein
is the party contracting with the County of Santa Clara for the direct
distribution of CDBG funds. If the Contractor (the City) will not use the
funds directly, but will distribute them to a subrecipient (i.e., non - profit
organization) to undertake a Program (as defined in this County /City
Contract) then the requirements set forth herein shall be complied with by
the subrecipient /non - profit for the protection of both the City and the
County.
Indemnity
The Contractor shall indemnify, defend, and hold harmless the County of
Santa Clara (hereinafter "County "), its officers, agents and employees
from any claim, liability, loss, 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 by the sole negligence or willful misconduct of personnel
employed by the County. It is the intent of the parties to this Contract to
provide the broadest possible coverage for the County. The Contractor
shall reimburse the County for all costs, attorneys' fees, expenses and
liabilities reasonably incurred by the County with respect to any
litigation in which the Contractor is obligated to indemnify, defend and
hold harmless the County under this Contract.
Insurance
Without limiting the Contractor's indemnification of the County, 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 County's own form or a form approved by the County's Insurance
EXHIBIT G - CITIES 1 REVISED 7120195
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
County's Special Endorsement form shall accompany the certificate.
Individual endorsements executed by the insurance carrier may be
substituted for the County'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
County's Certificate of Insurance form and to the Housing and Community
Development Program at the address set forth in this Contract at 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 County. This approval of insurance shall neither relieve nor decrease
the liability of the Contractor.
B. Notice of Cancellation or Change of Coverage
Insurance afforded by this policy shall not be cancelled or changed so as
to no longer meet the herein specified County insurance requirements
without 30 days' prior written notice of such cancellation or change being
delivered to the Clerk of the Board of Supervisors, 70 W. Hedding Street,
10th Floor, San Jose, CA, 95110, and to the Housing and Community
Development Program at 1735 North First Street, Suite 265, San Jose, CA
95112.
C. Qualifying Insurers
1. All coverages, except surety, 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, or a company of equal financial stability that is
approved by the County's Insurance /Risk Manager.
EXHIBIT G - CITIES 2 REVISED 7120/95
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.
M
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
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 County.
C. Contractual Liability expressly including liability
assumed under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) liability.
'Funding for allocations by the cities to local non - profit organizations in the amount of
$25,000 or less, the Contractor (City) may authorize lower limits than those shown in D. #2
and #7.
EXHIBIT G - CITIES 3 REVISED 7120195
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 County:
a. Additional Insured Endorsement:
Such insurance as is afforded by this policy shall also apply to
the County of Santa Clara, and members of the Board of
Supervisors of the County of Santa Clara, and the officers,
agents and employees of the County of Santa Clara,
individually and collectively, as additional insureds.
b. Primary Insurance Endorsement:
Such insurance as is afforded by the additional insured
endorsement shall apply as primary insurance, and other
insurance maintained by the County of Santa Clara, 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:
Insurance afforded by this policy shall not be cancelled
or changed so as to no longer meet the specified County
insurance requirements without 30 days' prior written
notice of such cancellation or change being delivered to
the County of Santa Clara at the address shown on the
Certificate of Insurance.
d. Contractual Liability Endorsement:
Insurance afforded by this policy shall apply to liability
assumed by the insured under written contract with the
County of Santa Clara.
EXHIBIT G - CITIES 4 REVISED 7120195
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 who is seeking coverage or against whom a claim
is made or a suit is brought, except with respect to the
Company's limit of liability.
5. Comprehensive Automobile Liability Insurance for bodily injury
(including death) and property damage which provides total limits of
not less than one million dollars ($1,000,000) combined single limit
per occurrence applicable to all owned, non -owned and hired
vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage
including a broad form all- states endorsement.
b. Employer's Liability coverage for not less than one
million dollars ($1,000,000) per occurrence for all
employees engaged in services or operations under this
Contract.
C. Inclusion of the County 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 insurance requirement should be met by persons /entities that
the City contracts with to provide professional services (such as
attorneys, accountants, architects, engineers, etc).
*Funding for allocations by the cities to local non - profit organizations in the amount of
$25,000 or less, the Contractor (City) may authorize lower limits than those shown in D. #2
and #7.
EXHIBIT G - CITIES 5 REVISED 7120195
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 or completion of this Contract.
Any exceptions to the above requirements must first be approved by
the County.
8. Bond Requirements
a. Fidelity Bond - Before receiving compensation under this
Contract, Contractor will furnish County 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
County cited herein. If such bond is cancelled or reduced,
Contractor will notify County immediately, and County 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 County.
If this is a construction project, the following bond requirements
apply only if:
1. The construction is being performed by the City's own
workforce; and
2. The funds are expended for construction work; and
3. The construction work is being paid for with CDBG funds
over $100,000.
'Funding for allocations by the cities to local non - profit organizations in the amount of 25,000
or less, the Contractor (City) may authorize lower limits than those shown in D. #2 and #7.
EXHIBIT G - CITIES 6 REVISED 7120195
b. Contract Bonds - Prior to execution of the Contract, Contractor
shall file with the County 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
County, and Contractor shall pay all premiums and costs
thereof and incidental thereto.
Each bond shall be signed by both Contractor and the sureties.
1. 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 County, and until all
claims for
materials and labor have been paid.
2. 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 County notice will be given Contractor
to that effect, and Contractor shall forthwith substitute
a new surety or sureties satisfactory to the County. No
further payment shall be deemed due or will be made
under the Contract until the new sureties qualify and are
accepted by the County.
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
EXHIBIT G • CITIES 7 REVISED 7120195
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 Contractor
and any approval of said insurance by the County 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 County 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. Any
self - insurance shall be approved in writing by the
County.
C. The County reserves the right to withhold payments tc
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 County must order the Contractor to
immediately suspend work at Contractor's expense until a new
policy of insurance is in effect.
EXHIBIT G - CITIES 8 REVISED 7120195
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 Housing and Community Development
Program at 1735 North First Street, Suite 265, San Jose, CA 95112. 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 County. 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 Housing and Community Development Program as stated above, and the
Contractor at the following address:
Town of Los Gatos
Contractor's (City) Name
110 East Main Street
Street Address
Los Gatos, CA 95032
City, State, Zip
C. Qualif ying 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 County.
EXHIBIT G - CITIES 10 REVISED 7120195
ADDENDUM TO EXHIBIT G
BASIC INSURANCE AND BOND REQUIREMENTS
FOR CONSTRUCTION PROJECTS USING COUNTY FUNDS
If your City (hereinafter "Contractor ") will be contracting for construction
work (such as general contractors building rental apartments) to
undertake a Program (as defined in this County /City Contract) then the
requirements set forth in this Addendum to Exhibit "G" shall be complied
with by the party contracted with for construction work protecting both
the City and the County.
Indemnity
The General Contractor (hereinafter referred to as "General ", the
person /entity the City's subrecipient contracts with to perform the
construction project) shall indemnify, defend, and hold harmless the
County of Santa Clara (hereinafter "County "), 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 County or the
Contractor. It is the intent of the parties to this Contract to provide the
broadest possible coverage for the County and the Contractor. The General
shall reimburse the County and the Contractor for all costs, attorneys'
fees, expenses and liabilities reasonably incurred by the County and the
Contractor with respect to any litigation in which the General is obligated
to indemnify, defend and hold harmless the County and the Contractor
under this Contract.
Insurance
Without limiting the General's indemnification of the County 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:
EXHIBIT G - CITIES 9 REVISED 7120195
2. Surety coverage (including bid, performance and payment bonds)
shall be required as follows:
a. For projects in excess of$100,000:
1. Either a California Admitted Surety OR a current
Treasury Listed Surety (Federal Register); and either a
current A.M. Best A IV rated Surety OR a current Standard
and Poors (S &P) rating of A;
2. An admitted surety insurer which complies with the
provisions of the Code of Civil Procedure, Section
995.660 *;
CR
3. In lieu of 1 & 2, a company of equal financial size and
stability that is approved by the County's Insurance /Risk
Manager.
b. For projects between $25,000 and not exceeding $100,000:
1. A California Admitted Surety OR a current Treasury
Listed Surety (Federal Register); 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 *;
CR
3. In lieu of 1 & 2, a company of equal financial size and
stability that is approved by the County's Insurance /Risk
Manager.
. 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 County Clerk of Santa Clara County that Certificate of Authority has not been
surrendered, revoked, canceled, annulled or suspended; 4) a financial statement showing the assets and
liabilities of the insurer at the end of the quarter calendar year, prior to 30 days next preceding the
date of the execution of the bond.
EXHIBIT G - CITIES 11 REVISED 7120195
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.
•-
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
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 County.
C. Contractual Liability expressly including liability assumed
under this Contract.
d. Personal Injury liability.
e. Independent Contractors' (Protective) .liability
*Funding for allocations by the cities to local non - profit organizations in the amount of
$25,000 or less, the Contractor (City) may authorize lower limits than those shown in D. #2.
EXHIBIT G - CITIES 12 REVISED 7120195
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 County and
the Contractor:
a. Additional Insured Endorsement:
Insurance afforded by this policy shall also apply to the County
of Santa Clara 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 County of Santa Clara 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 cancelled nor the coverage reduced by
the Company without 30 days prior written notice of such
cancellation or reduction in coverage to the County of Santa
Clara Housing and Community Development Program, and the
Contractor at the addresses set forth on page 10 of this
Addendum.
d. Severability of Interest Endorsement:
The insurance afforded by this policy shall apply separately to
each insured who is seeking coverage or against whom a claim
is made or a suit is brought, except with respect to the
Company's limit of liability.
EXHIBIT G - CITIES 13 REVISED 7120195
5. Comprehensive Automobile Liability Insurance for bodily injury
(including death) and property damage which provides total limits of
not less than one million dollars ($1,000,000) combined single limit
per occurrence applicable to all owned, non -owned and hired
vehicles.
6. Worker's Compensation and Employer's Liability Insurance for:
a. Statutory California Workers' Compensation coverage
including a broad form all- states endorsement.
b. Employer's Liability coverage for not less than one million
dollars ($1,000,000) per occurrence for all employees engaged
in services or operations under this Contract.
7. Work and Materials Insurance (including but not limited to Builder's
Risk, Course of Construction, Installation Floater or similar first
party property insurance for covering the interest of the Contractor
and the County) 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 County.
C. County 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.
EXHIBIT G - CITIES 14 REVISED 7120195
e. The deductible shall not exceed $1,000 per occurrence unless
otherwise approved by the County and shall be borne by the
Contractor.
f. If the construction contractor fails to maintain such insurance
as is called for herein, the County shall have cause to
terminate this Contract in accordance with Section V,
paragraph B.
g. Bond Requirements
The following bond requirements apply:
a. Contract Bonds - Prior to execution of the Contract, Contractor
shall file with the County 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
County, and Contractor shall pay all premiums and costs
thereof and incidental thereto. Each bond shall be signed by
both Contractor and the sureties.
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 County, and until all claims for materials and
labor have been paid.
C. The performance bond" shall be in an amount of one hundred
percent (100 %) of the Contract price as determined from the
prices in the bid form. and shall insure the faithful
.performance by Contractor of all work under the Contract. It
shall also insure the replacing of, or making acceptable, any
defective materials or faulty workmanship.
EXHIBIT G - CITIES 15 REVISED 7120193
Should any surety or sureties be deemed unsatisfactory at any
time by the County notice. 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 County 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 County Housing and Community
Development Program 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.
jc.contracts #2
EXHIBIT G - CITIES 16 REVISED 7120195