1994-148-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 1994-95RESOLUTION 1994 - 148
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 1994 -95
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, 1994, through June 30, 1995, 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.
csd08:A:\resos\cs 101794.148 1
PASSED AND ADOPTED at a regular meeting of the Town Council of the
Town of Los Gatos, California, held on the 17th day of October, 1994, by the following vote.
COUNCIL MEMBERS:
AYES: Joanne Benjamin, Steven Blanton, Linda Lubeck,
Patrick O'Laughlin, Randy Attaway
NAYS: None.
ABSENT: None.
ABSTAIN: None.
ATTEST:
CLERK OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
md08:A: \resos \c 101794.148 2
q, iI*
CDBG COUNTY /CITY CONTRACT
Contract No. LG-95 -00
THIS AGREEMENT is made and entered into on MAY 10, 1994
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.
WITNESSETH
WHEREAS, COUNTY has received CDBG Entitlement Program funds
from the Departnent 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;
I. PROGRAM
COUNTY agrees to grant for fiscal year 1994/1995 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 Three Hundred
Sixty Two Thousand Two Hundred Thirty Dollars Nineteen Cents
�yIJUL,LJV.1J for zne purpose of reimbursing the
City for costs incurred to implement the housing program (herei-
nafter PROGRAM). A lump sum figure is allocated for this con-
tract and the parties understand and agree that the allocation is
distributed by the COUNTY through reimbursing the CITY for al-
lowed expenses, and no lump sum distribution of CDBG funds is
made a199he outset of this contract. Reimbursement for fiscal
year shall not exceed the total sum of the begin-
ning 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 gov-
erning the CDBG PROGRAM, and the COUNTY CDBG Reallocation Guide-
lines.
1
As a condition to this contract CITY shall ...bmit Exhibit "A"
(Program Description), Exhibit "B" (Project Work Plan), Exhibit
"C" (Propose Implementation Time Schedule) Exhibit "D" (Bu�dcet),
Exhibit "E" (Certifications), Exhibit "F" (Assurances), and
Exhibit "G" (Insurance), or an equivalent acceptable format for
providing this information, for all allo 95 ed CITY projects
awarded funding during fiscal. year The approved
versions of such submittals shall become a -Part this Contract
by being attached hereto and by this reference incorporating such
submittals.
I I . TERM
The term of this Agreement shall beg-in Jul 1, 1994 and
A. n on
shall terminate on June 30, 1995 unless
terminated earlier pursuant to Section V or Section VII of
this Agreement.
B. The term of expenditure for the grant amount and provided
terminfor
herein shall begin on July 1 1994
o th e ll est of the following dates as set forth herein:
9une e30,�99� ; 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 Agreement.
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 Council members;
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.
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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.
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 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 AGREEMENT as provided
for herein.
7. CITY is liable for repayment of all disallowed costs
and ineligible activities. Disallowed costs and ineli-
gible 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
Governments ", and A -128, "Single Audits of State and
Local Governments". City shall be required to respond
fl
to any adverse findings which may lead to ineligible
activities, subject to provisions of 24 CFR Part
570.201 -206 "Eligible Activities" and 24 CFR Part 570-
207 "Ineligible Activities ".
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 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 Agreement or to operate
the PROGRAM; and
b. All other matters covered by this Agreement.
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 Agreement; or
2. For such longer period, if any as is required by
applicable law; or
3. If this Agreement is completely or partially terminat-
ed, 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 reason-
ably 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
Agreement, (b) five years from the date of termination of
this Agreement, or (c) such longer period as may be pre-
scribed by law: have access to and the right to examine
Subrecipient CDBG records and facilities. The CITY shall
provide language in it's agreements with all Subrecipients
stipulating that at any time during normal business hours,
and as often as may be deemed reasonably necessary, Subre-
cipient 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 Agree-
ment, (b) five years from the date of termination of this
Agreement, or (c) such longer period as may be prescribed by
law: have access to and the right to examine Subrecipient
CDBG records and facilities. CITY also agrees that COUNTY or
any duly authorized representatives shall have the right to
4
audit, examine, and make excerpts or transactions of and
from, such records and to make audits of all contracts and
subcontracts, invoices, payrolls, records of personnel,
conditions of employment, materials and all other data
relating to the PROGRAM and matters covered by this
Agreement. CITY will be notified in writing of intended
audits. CITY will be notified in writing of intended in-
spections 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, execu-
tive orders, and statutes identified in "F" ASSURANCES.
Specifically, CITY shall comply with the requirements of OMB
Circular No. A -87, "Principles for Determining Costs Appli-
cable to Grants and Contracts with State, Local and Federal-
ly 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 Agreement,
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 proviso 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
Agreement, 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
5
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 Agreement (CONTRACT COMPLIANCE, Corrective Action
Procedure); and
4. If applicable, forward a written report to HUD's
Regional Office detailing the substantial non -com-
pliance issues and the steps being instituted to cor-
rect performance, copy to the CITY Manager.
C. Compliance with Law. COUNTY shall become familiar and
comply with and require all its subcontractors and em-
ployees, 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 A -128 "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
Ca
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 Noncompliance. Upon receipt by COUNTY of any
information that evidences a failure by CITY to comply with
any provision of this Agreement (24 CFR 85.43 "Enforcement ")
COUNTY shall have the right to require corrective action to
enforce compliance with such provision. Areas of non-
compliance include but are not limited to:
1. If CITY knowingly shall have made any material
misrepresentation of any nature with respect to any
information or data furnished to COUNTY in connection
with the PROGRAM.
2. If there is pending litigation with respect to the
performance by CITY of any of its duties or obligations
under this Agreement which may materially jeopardize or
adversely affect the undertaking of or the carrying out
of the PROGRAM. The CITY and COUNTY may negotiate a
reinstatement of this Agreement following termination
or conclusion of such litigation.
3. If CITY shall have taken any. action pertaining to
the PROGRAM which required COUNTY approval without
having obtained such approval.
4. If CITY is in default under any provision of this
Agreement.
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 estab-
lished 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 Agreement, 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
7
procedure within sixty (60) days or 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 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 Agreement by written notice to CITY if:
1. The non- compliance issue(s) 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.
VI. PROGRAM COORDINATION.
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 Agreement by COUNTY.
All services agreed to be performed by COUNTY shall be under
the overall direction of the PROGRAM MANAGER.
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 Agreement. 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).
D
C. NOTICES. All notices or other correspondence required or
contemplated by this Agreement shall'be sent to the parties
at the following addresses:
COUNTY Housing and Community Development Program
c/o Charles Chew, HCD Program Manager
1735 North First Street, Suite 265
San Jose, CA 95112
CITY Town of Los Gatos
Name of CITY
110 East Main Street, (P.O. Box 949), Los Gatos, CA 95031
ess o
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 deliv-
ered 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.
VII. 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 Agreement as provided for in 24 CFR 570,
at Subpart J. "Grant Administration ", and /or 24 CFR 85.44
"Termination for Convenience ". Provisions of the Realloca-
tion Guidelines will apply, but may be adjusted if termina-
tion 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 com-
pleted, prepared by CITY or its subcontractors or
subrecipients, if any, in connection with this Agree-
ment. 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 Agreement; and
0
3. transfe__ to the COUNTY any CDBG fu, 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 agreement per the provisions of the Santa
Clara County CDBG REALLOCATION GUIDELINES.
C. Upon termination of this Agreement, 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 Agreement.
VIII. 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 (Program Income), and 570.505 (Use of Real Property) with
regards to the use and disposal of Real or. Personal Property
purchased in whole, or in part, with CDBG funds.
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 Agreement:
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.)
X. INDEPENDENT CONTRACTOR
This is an Agreement by and between independent contractors and
is not intended and shall not be construed to create the rela-
10
tionship of agent, servant, employee, partnership, joint venture
or association between CITY and COUNTY. CITY, including its
officers, employees, agents, independent contractors or subcon-
tractors, shall not have any claim under this Agreement or other-
wise against COUNTY for any Social Security, Worker's Compensa-
tion, or employee benefits extended to employees of COUNTY.
XI. ASSIGNABILITY
A. This Agreement 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 sub-
contract, 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 Agreement 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 Agree-
ment, and then only to persons having responsibilities under this
Agreement, including those furnishing services under the PROGRAM
through approved subcontracts.
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
11
arising out of any work or service performed by CITY,
its officers, employees, agents or subcontractors under
the PROGRAM or this Agreement, including but not limit-
ed 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 Agreement; and
2) any negligent act or omission, or
arising out of any work or service
its officers, employees, agents or
the PROGRAM or this Agreement.
willful misconduct
performed by COUNTY,
subcontractors under
All additional provisions set forth in Exhibits "A" - "G", at-
tached 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 Agreement 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 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 Agreement.
XV. NONDISCRIMINATION
In connection with the performance of
assures that no person shall be subject to
of sex, race, religion, ethnic background,
age, handicapped status, or union activity.
XVI. AMENDMENTS
this Agreement, CITY
discrimination because
sexual preference,
Amendments to the terms or conditions of this Agreement 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 Agreement, in conjunction with the Santa Clara County CDBG
12
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 Agreement shall affect or
modify any of the terms of obligations contained in any documents
comprising this Agreement.
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 Agreement are for convenience of
reference only, and the words contained therein shall in no
way be held to explain, modify, amplify or aid in the
interpretation, construction or meaning of the provisions of
this Agreement.
B. All exhibits attached hereto and referred to in this Agree-
ment are incorporated herein by this reference as if set
forth fully herein.
IN WITNESS WHEREOF, the parties have executed this Agreement in
duplicate the day and year above written.
ATTEST: Phyllis A. Perez
Clerk, Board of Supervisors
APPROVED AS TO FORM AND
LEtGA,LI^T /Y,: ,
Deputy County Counsel
APPROVED AS TO FORM:
City Attorney
jc.contractsl0 /92rev.8/4/94
COUNTY OF SANTA CLARA
Chairperson, Board of Supervisors
CITY
13
6513 .01
Exhibit 4 -2
COMMUNITY DEVELOPMENT BLOCK GRANT
GRANTEE CERTIFICATIONS
In accordance with the Housing and Community Development Act of
1974, as amended, and with 24 CFR 570.303 of the Community
Development Block Grant regulations, the grantee certifies that:
(a) It possesses legal authority to make a grant submission and
to execute a community development and housing program;
(b) Its governing body has duly adopted or passed as an official
act a resolution, motion or similar action authorizing the
person identified as the official representative of the
grantee to submit the final statement and amendments thereto
and all understandings and assurances contained therein, and
directing and authorizing the person identified as the
official representative of the grantee to act in connection
with the submission of the final statement and to provide
such additional information as may be required;
(c) Prior to submission of its final statement to BUD, the
grantee has:
1. Met the citizen participation requirements of
5570.301(b);
2. Prepared its final statement of community development
objectives and projected use of funds in accordance
with 5570.301(c) and made the final statement available
to the public;
(d) It is following a detailed citizen participation plan which:
1. Provides for and encourages citizen participation, with
particular emphasis on participation by persons of low
and moderate income who are residents of slum and
blighted areas and of areas in which funds are proposed
to be used, and provides for participation of residents
in low and moderate income neighborhoods as defined by
the local jurisdiction;
2. Provides citizens with reasonable and timely access to
local meetings, information, and records relating to.
the grantee's proposed us0 of funds, as required by the
1 9/92
V J1� -v-
Exhibit 4 -2
regulations of the Secretary, and relating to the
actual use of funds under the Act;
3, Provides for technical assistance to groups
representative of persons of low and moderate income
that request such assistance in developing proposals
with the level and type of assistance to be determined
by the grantee;
4. Provides for public hearings to obtain citizen views
and to respond to proposals and questions at all stages
of the community development program, including at
least the development of needs, the review of proposed
activities, and review of program performance, which
hearings shall be held after adequate notice, at times
and locations convenient to potential or actual
beneficiaries, and with accommodation for the
handicapped;
5. Provides for a timely written answer to written
complaints and grievances, within 15 working days where
practicable; and
6. Identifies how the needs of non - English speaking
residents will be met in the case of public hearings
where a significant number of non - English speaking
residents can be-reasonably expected to participate;
(e) The grant will be conducted and administered in compliance
with:
1. Title VI of the Civil Rights Act of 1964 (Public Law
88 -352, 42 U.S.C. 52000d et seq.); and
2. The Fair Housing Act (42 U.S.C. 3601 -20);
(f) It will affirmatively further fair housing;
(g) It has developed its final statement of projected use of
funds 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 final
statement.of projected use of funds 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,
9/92 2
6513.01
Exhibit 4 -2
and other financial resources are not available); except
that the aggregate use of CDBG funds received under.section
106 of the Act, and if applicable, under section 108 of the
Act, during program year(s) 1994.1995 (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 not less than 70 percent of such funds are used
for activities that benefit such persons during such period;
(h) It has developed a community development plan, for the
period specified in paragraph (g) above, that identifies
community development and housing needs and specifies both
short and long -term community development objectives that
have been developed in accordance with the primary objective
and requirements of the Act;
(i) It is following a current comprehensive housing
affordability strategy (CHAS) which has been approved by HUD
pursuant to 5570.306 and Part 91, and that any housing
activities to be assisted with CDBG funds will be consistent
with the CHAS;
(j) It will not attempt to recover any capital costs of public
improvements assisted in whole or in part with funds
provided under section 106 of the Act or with amounts
resulting from a guarantee under section 108 of the Act 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, unless
1. Funds received under section 106 of the Act are used to
pay the proportion of such fee or assessment that
relates to the capital costs of such public
improvements that are financed from revenue sources
other than under Title I of the Act; or
2. For purposes of assessing any amount against properties
owned and occupied by persons of moderate income, the
grantee certifies to the Secretary that it lacks
sufficient funds received under section 106 of the Act
to comply with the requirements of subparagraph (1)
above;
3 9/92
Exhibit 4 -2
(k) Its notification, inspection, testing and abatement
procedures concerning lead -based paint will comply with
5570.608;
(1) It will comply with the acquisition and relocation
requirements of the Uniform Relocation Assistance and Real
Property Acquisition Policies Act of 1970, as amended, as
required under 5570.606(b and Federal implementing
regulations; and the requirements in S570.606(c) governing
the residential antidisplacement and relocation assistance
plan under section 104(d) of the Act (including a
certification that the grantee is following such a plan);
and the relocation requirements of 5570.606(d) governing
optional relocation assistance under section 105(x)(11) of
the Act;
(m) It has adopted and is enforcing:
1. A policy prohibiting the use of excessive force by law
enforcement agencies within its jurisdiction against
any individuals engaged in non -v olent civil r gbts
demonstrations; and
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;
(n) To the best of its knowledge and belief
1. Ho Federal appropriated funds have been paid or will be
Tby 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 .
9/92 4
(o)
6513 .01
Exhibit 4 -2
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;
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;
S
9/92
Exhibit 4 -2
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 of is or her
(b) conviction for lay writing criminal drug
statute occurring in the workplace no later than
five calendar days after such conviction;
Notifying the agency in writing, within ten calendar
hays 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 grant activity
the convicted employee was working, unless the Federal
agency has designated a central point for the'receipt
of such notices. Notice shall include h grant
identification number(s) of each
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
drug- free gworkplace through implementation maintain a
implementation of
paragraphs 1; 2, 3, 4, 5 and 6.
6
9/92
6513.01
Exhibit 4 -2
8. The grantee may insert in the space provided below the
site(s) for the performance of work done in connection
with the specific grants
Place of Performance (Street address, city, county,
state, zip code)
COUNTY OF SANTA CLARA
735 NORTH FIRST STREET, SUITE 265
SE, CA 95112
Check if there are workplaces on file that are
not identified herel and
(p) it will comply with the other provisions of the Act and with
other applicable laws.
natur Date
Si -Fi—"
9
ACTING COUNTY EXECUTIVE
Title
7 9/92
Exhibit 4 -2
APPENDIX TO CDBG CERTIFICATIONS
INSTRUCTIONS CONCERNING LOBBYING AND DRUG -FREE WORKPLACE
R3QUIM MENTSf
... • of • . • . . 1 1
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 ' enieri g
into this transaction imp Y
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. Dry Free Workplace Certification - Paragraph 2
1. By signing and /or submitting this application
or grant agreement, the grantee is providing
the certification set out in paragraph (o).
2. The certification set out in paragraph (o) 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, BUD, 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 entitlement grantees certify).
4. For grantees who are individuals, Alternate
II applies. (Not applicable to CDBG
Entitlement grantees.)
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
9/92
6513.01
Exhibit 4-2
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.
6. 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,
the grantee shall inform the agency of the
change(s), if it previously identified the
workplaces in question (see paragraph five).
8. 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:
"Controlled substance" means a controlled
substance in Schedules I through V of the
Controlled Substances Act (21 U.S.C.812) and
as further defined by regulation (21 CPR
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;
9 9192
Exhibit 4-2
"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) temporary personnel and
consultants who are directly engaged in the
performance of work under the grant and who
are not 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).
9/92 10
EXHIBIT F
ASSURANCES. CITY hereby assures and certifies that it will
comply with all regulations, policies, guidelines and require-
ments applicable to the acceptance and use of Federal funds for
this Federally- assisted program. Specifically CITY gives assur-
ances 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- 284.11:
1. 570.601 Public Law 88 -352 and Public Law 90 -284; af-
firmatively 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 discrimina-
tion.
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 Govern-
ments- 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.
14
12. 570.61 Executive Order 12372 a_ jws States to estab-
lish 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.
15
EXHIBIT "G"
BASIC INSURANCE REQUIREMENTS FOR
NON - CONSTRUCTION /NON - PROFESSIONAL SERVICES 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 under-
take a Program (as defined in this city /county 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. Insurance coverage must be provided to protect the
County by both the non - profit and the City.
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
Agreement by Contractor and /or its agents, employees or subcon-
tractors, 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 Agreement to
provide the broadest possible coverage for the County. The
Contractor shall reimburse the County 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 County under this Agreement.
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 Agreement, or as may be further required
herein, the following insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of this Agreement, the Contractor
shall provide on the County's own form or a form approved by
the County'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 the Agreement. 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.
1
This verif. ition of coverage shall b, sent to the address
as shown on the County's Certificate of Insurance form. The
Contractor shall not receive a Notice to Proceed with the
work under the Agreement 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 Chance 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 County
of Santa Clara at the address shown on the Certificate of
Insurance.
C. Qualifying Insurers
1. All coverages, except surety, shall be issued by compa-
nies 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.
2. Surety coverage (including bid, performance and payment
bonds) shall be required as follows:
a. For projects in excess of $250,000:
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.
m
2. An admitted surety insurer which complies
with the provisions of the Code of Civil
Procedure, Section 995.660 *.
m
3. In lieu of 1 & 2, a company of equal
financial size and stability that is approved
by the County's Insurance /Risk Manager.
2
b. For projects under $250,000:
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
Ca1:7
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 County'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 occur-
rence.
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
*California Code of Civil Procedure Section 995.660 in summary,
states that an admitted surety must provide:l)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 Au-
thority isslzed by the Insurance Commissioner; 3) a certificate from
County Clerk of Santa Clara County that Certificate of Authority
has not been. surrendered, revoked, cancelled, annulled, or sus -
pended;4)a financial statement showing the assets and liabilities
of the insurer at the end of the quarter calender year, prior to
30 days next preceding the date of the execution of the bond.
If covc.age is provided under a t-ommercial General
Liability Insurance form, a minimum of 50% of each of
the aggregate limits must remain available at all
times. If over 50% of any aggregate limit has been
paid or reserved, the County may require additional
coverage to be purchased by the Contractor to restore
the required limits. The Contractor shall also notify
the County Project Manager 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.
3. For either type 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 liabili-
ty assumed under this Agreement
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 insurance coverage shall include the
a. Additional Insured Endorsement:
Insurance 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 collec-
tively, 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, 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.
e. Personal Injury Endorsement:
It is agreed that this policy provides Personal
Injury coverage.
f. Severability of Interest Endorsement:
It is agreed that this policy provides coverage
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. Claims Made Coverage - If coverage is written on a
claims made basis, the Certificate of Insurance shall
clearly state so. In addition to coverage requirements
above, such policy shall provide that:
a. Policy retroactive date coincides with or precedes
the Contractor's start of work (including
subsequent policies purchased as renewals or
replacements).
b. Contractor will make every effort to maintain
similar insurance during the required extended
period of coverage following project completion,
including the requirement of adding all additional
insureds.
C. If insurance is terminated for any reason,
Contractor agrees to purchase an extended
reporting provision of at least two years to
report claims arising from work. performed in
connection with this Agreement or Permit.
d. Policy allows for reporting of circumstances or
incidents that might give rise to future claims.
5
M
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 /aircraft /watercraft. Part or all of
this requirement may be waived by the County if it
determines there is no significant risk exposure. All
requests for such waivers must be submitted to the
County in writing.
7. Worker's Compensation and Employer's Liability Insurance
for:
a. Statutory California Workers' Compensation cover-
age 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 opera-
tions under this Agreement.
C. Inclusion of the County and its governing
board(s), officers, representatives, agents, and
employees as additional insureds, or a waiver of
subrogation.
d. Coverage under the United States Longshoremen's
and Harbor Worker's Act shall be provided when
applicable.
8. special Provisions
The following provisions shall apply to this Agreement:
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 other-
wise assumed by the Contractor pursuant to this
Agreement, including, but not limited to, the
provisions concerning indemnification.
b. The County acknowledges that some insurance
requirements contained in this Agreement 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 Agreement. Any self - insurance shall be
approved in writing by the County.
0
C. Should any of the work under this Agreement be
sublet, the Contractor shall require each of its
subcontractors of any tier to carry the aforemen-
tioned coverages, or Contractor may insure subcon-
tractors under its own policies.
d. The County reserves the right to withhold payments
to the Contractor in the event of material
noncompliance with the insurance requirements
outlined above.
Bond Requirements
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.
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.
7
All alterations, time extensi__�s, 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.
B. Fidelity Bond - Before receiving compensation under
this Agreement, Contractor will furnish County with
evidence that all officials, employees, and agents
handling or having access to funds received or
disbursed under this Agreement, 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 Agreement,
at the option of the County.
jc.contractsl0 /92
insurnce.chg
8/12/94
0