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HomeMy WebLinkAboutFAIR HOUSING COUNCIL 3-2005 N-2005-043 '."v~~,,',~.CL 0"" FILL WORK MAY ""OCEED UNiI\ INSURANCE EXPIRES ') -?:>C> -D'S CLERK OF COUNCIL CONSULTANT AGREEMENT DATE: 1{-2(,-cJ5 ( " \P~.u I:J, THIS AGREEMENT, made and entered into this ~ 0 -rI"day of & I , 2005 by -\tS I " and between Fair Housing Council of Orange County, a not-for-profit fair housing advocacy agency (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal '2- OLA~' corporation organized and existing under the Constitution and laws ofthe State of Cali fomi a (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of fair housing to prepare an Analysis ofImpediments to Housing. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $5,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on February 1,2005 and terminate on January 31,2006, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of the Community Development Agency and the City Attorney. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the effects arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees 2 that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Community Development Agency of the City of Santa Ana Housing Division 20 Civic Center Plaza (M-37) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 667-2225 Attn: Housing Programs Coordinator and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 3 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Consultant: Fair Housing Council of Orange County D. Elizabeth Pierson 201 S. Broadway Santa Ana, California 92701 telefacsimile (714) 835-0281 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 12. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant 4 compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as iffully set forth in the body of this Agreement. 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ~,~, PATRICIA E. HEALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City AttoTI)ey V/~ ~ By: /'fCLU/lt:J'L .. .0 .fL?;/y Laura Sheedy / Assistant City Attorney f MENDED FOR APPROVAL: M.J ~A: R CIA C. HIT KER v lWExecutive Director of the Community Development Agency CITY OF SANTA ANA ) C)~~~ 1'lAVIDN.RE M City Manager CONSULTANT {}(~~~ 6. ELIZA H PIERSON President / CEO Tax ID# Cj,~ - 2C)';;)f1620 6 FEB-2S-2ees e4:Se AM P. e 1 /\. .^ ^ --- --- FAIR HOUSING COUNCIL OF ORMIOE COUNTY 201 S. Broadway' Saota Ana, CA 92701 Pho,,", 7H/S69'()82J 'J'u: 714/835-0281 February 22, 2005 Terry Gilbreth HOUSlnlZ foroE/rams Anafv~t City of Santa Ana 20 Civic Center Plaza, M-37 c;:.,..,,~ A"". ('A Q?70! Dear Mr. Gilbreth: The Fair Housing Council of Orange County will undertake the steps necessary to prepare an Analysis ofImpediments in accordance with HUD regulations. The total coirt of this project is $75,000 and this cost will be divided lIll evenly between p8r1idparin!' cities. Currently the distribution is based on 15 participants at a cost to each of$5,OOO. 'fthE' pl\lticipant level changes the cost to each participant's share of costs wilI change to insure the total cost of the project ($75,000.00) is paid by the participants. Should you have any questions please contact me at (714) 569-0825 ext 206 or my assistant Dana Anguiano at exl 222, Sincerely, . C~~ D. Elizabeth Pierson President/CEO EXHIBIT A " 2005 Regional Analysis of Impediments Project Plan /\. /\. ^ --- --- Prepared by Fair Housing Council of Orange County Project Goals . Review available information to determine what impediments to fair housing exist in Orange County Participating Entitlement Jurisdictions. . Determine appropriate actions to take to eliminate impediments to fair housing. Project Description . Housing discrimination can happen in two ways: -Intentional Discrimination -Disparate Impact Discrimination .The AI looks for both intentional discrimination and neutral policies that make access to housing difficult based on protected class status. Types of Discrimination . Intentional Discrimination -The actor intends to exclude certain protected groups. . Disparate Impact -Neutral policies that when put in place have the effect of excluding protected groups. This can be intentional or unintentional. Protected Classes eFederal -Race -National Origin -Families with Children -Religion -Sex -Handicap -Color e I/5/2005State -Sexual Orientation -Ancestry -Age -Marital Status -Arbitrary Personal Characteristics 1 /\/\^ --- --- " Industries Covered by Fair Housing Laws eMulti and Single family rental eSales eAdvertising eInsurance e lending eAppraising eGovernment Zoning &:: Planning A vailable Data e2000 Census Data eHMDA - Home Mortgage Disclosure Act Data -lenders are required to report information eActual Discrimination Complaint &:: Investigation Analysis eAudit Analysis - Testing for research and/or enforcement purposes Project Actions eParticipant survey to gather information for analysis e Industry Survey for comments eCommunity hearings for comments eConsultant to analyze demographic data e Demographic Mapping eFHCOC to complete analysis of all information and prepare final document with CD- rom distribute to participants Action Items/Responsibilities e Participant Survey -Prepared and distributed by FHCOC due February I, 2005 -Participants' complete surveys and return to FHCOC February 25,2005 Industry Survey e Prepared and distributed by FHCOC (February I, 2005) eFHCOC to Ask Industry Associations to solicit comments e FHCOC to request free advertising for industry comments Community Hearings e Three public hearings to solicit comments. North County (location tbd), Central (location FHCOC), South County (location tbd) All Completed by April I, 2005 -Participants provide required advertising of meetings and staff all hearings. (dates tbd) -FHCOC to seek free advertising of hearings, -FHCOC to have representative at each hearing -Public comments will be included in AI 2 /\. /\. ^ --- --- " Consultant eFHCOC to contract by January 24,2005 e Report and mapping due to FHCOC by April 1, 2005 Final Product e FHCOC prepares final document for participants. e FHCOC distributes one hard copy with CD-rom to each participant. e Final Al anticipated completion date May 20, 2005 Schedule of Payments e Each Participant to pay 75% of contract cost prior to start of project. e Final 25% due upon delivery of Al hard copy and CD-rom. Participant Progress Meetings eMonthly Progress Meetings - scheduled and held at FHCOC office eSet Next Meeting Date &:: Time Project Cost eT otal cost of Project $64,006.25 e Participant contribution determined by participants. e Participants enter into agreement with FHCOC by February 1, 2005 3 "^ "^ ^ --- --- SP p, ..CYHOLDER COpy STATE; po. BOX 807. SAN FRANCISCO,CA 94142~0807 COMPSN!;AT10.N IN!; U ~ A N CE FUN D CERTIFICATE OF WORKERS' COMPENSATiON INSURANCE ISSUE DATE: 05-30-2004 GROUP: POLICY NUMBER: 0355209-2004 CERTIFICATEID: 117 CERTIFICATE EXpiRES: 05-30-2005 05-30"2004/05-30-2005 CITY OF SA'ITA {l'lA ATTN CARLA THOIIPKINS PO BOX 1988 lI-a5 SANTA ANA CA 92]02 SP This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 30 days' advance written notice to the employer. We will also give you 30 days' aiiyarlce notice should this policy be cancelled prior to its normal expiration. This certific~tebf-:-insur"rcej$n6t.an in~urance policy and does not amef'1d,ex1Emd' or alter the c(>verage afforded by the poJid~s listed herein,Notwithstan~~jing any' r-equif'.em~t1t. term, or conditiori of any cOntract Or other document with respe?t 'to which this certificate of' insurahce mayh~ issued or may pertain, the insurance afforded by the policies des:cribed herein is subject to all t~e term~, excl~iors and conditiO[l.s of such policies. ~ A~{! ~ AUTHORIZEOREPRESE;NTA TIVE PRESIDENT EMPLOYER'S LJA!lJLITY LIMn INCLUOIIoIG DEFENSE COSTS: $1,000 .000.Q(f PEll OCCURRENCE. E!illl(lR$EMENT 1i2~5 ENTI'rL~O CeRTIFICA.1'E HOLDERS' NbncEEFFECTIVE ~-~1,l-2oQ4IS ATTACHED 1'0 ANO FORMS A PART OF THIS POLICY. APPROVED AS TO FORM EMPWYER LEGAL NAME ORANGE COU'ITY A1R HOUSI'IG COUNCI 201 S BROAOWA Y SA'ITA ANA CA 92]01 ORANGE COUNTY FAIR HOUSING COUNCIL (A NON-PROFIT CORP.) .. . :. . 04/lIU20<l.4 . .