Loading...
HomeMy WebLinkAboutCENTENNIAL HERITAGE MUSUEM 2B {J rs ~/ -- e AGREEMENT TERMINATION , 2m1 AUG 22 AM a: qq Please complete this form when the attached agreement is no longer in effect. CITY C;, ' ;\ AHA Return form to the Deputy Clerk of the Council (M-30). Ca1l6~l~f:9 if you ham~ questions. - - -- - - - - - - - ------ - - -- ----- - - --- - ---- ----- ----- -- ---------- ------- The agreement with (?~~ ~~G~ "1~A-.J.OO'f-O~1-O{3-02. was completed on ~ L ~<:::,. ~ oS I :.t 00(" , and final payment has ~en made. P::::: (1~:.~~~ Date: ~ I ~ () I 0 I Revised 4-16-87 City of Santa Ana Clerk of the Council INStlRANCE _()N,~E" ,( .ill \! ;ill I :1' ,'I\~l" ..1 ,PIRES 3-/5 ~07 (;I! :i~i):~(: ji . SECOND AMENDMENT TO AGREEMENT IJr~l:: 9-~--O' O:CDAC2.)CC..FIQIIas) THIS AMENDMENT, made and entered into this 30th day of June, 2006, by and between the Centennial Heritage Museum, a California non-profit corporation ("Subrecipient"), and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City"). ~/f"'" .,'. , ',\.,: A-2004-087 -013-02 RECIIALS A. The City and Subrecipient entered into that certain "Agreement Between The City of Santa Ana and Centennial Heritage Museum for Use of Community Development Block Grant Funds" ("CDBG Agreement" - copy attached hereto as Attachment 1 and incorporated by reference) dated May 3, 2004, to use $15,000.00 in CDBG funding to introduce students to the environment and recycling, as well ,as touring a historic house and learning about what life was like 100 years ago (program further described in Exhibit A to Attachment 1). B. The Parties executed an Amendment to extend the term of said Agreement on June 30, 2005. C. The parties hereto now desire to extend the time period ofthe CDBG Agreement for one additional year. WHEREFORE, in consideration of the mutual and respective covenants and promises hereinafter contained and made, and subject to all ofthe terms and conditions of said CDBG Agreement as hereby amended, the parties hereto do hereby agree as follows: 1. The "Time Period of Agreement" section of said CDBG Agreement will be extended to June 30,2007. 2. Except as hereinabove modified, all of the terms and conditions of said CDBG Agreement remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to said CDBG Agreement the date and year first above written. AT.TES~. o ~~ -~ ~atricia E. Healy Clerk of the Council CITY OF SANTA ANA Da~dilf;:I:/Eo APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney SUB RECIPIENT CENTENNIAL HERITAGE MUSEUM d~{'.~ By: Lisa E. Storck Assistant City Attorney ~I'A} .~~ By:Cb/It"'e'1] J-Ien6e/ Title: Op-er~:~rh'o/1-5 f-Ion1)er tv", .1 . " '~SO~'\NCE ON FILE WORK MAY PROCEED UNTIL iNSURANCE WIRES a A5-o.5 CLERK Of COUNCIL: DATE: 10-1'-1--04 A-2004-087-13 ATmCIDENT ] 8/04 ~ . "-- ...~~:=;~;.~~..#,...- ._~ r ::p,.,;.>:::.,....;: . ... .,.., ..____ .... _... ... AGREE:MENT BETWEEN THE CITY OF SANTA ANA AND CENTENNIAL HERITAGE MUSEUM FOR USE OF COMMUNITY DEVELOP:MENT BLOCK GRANT FUNDS This Agreement; is hereby made and entered into this 3rd day of May, 2004, by and between the City of Santa Ana, a charter city and municipal corporation of the State of California ("CITY") and Centennial Heritage Museum, a California nonprofit corporation ("SUBRECIPIENT"). Recitals: WITNE.s..s.~IH A. The CITY, as an entitlement recipient and grantee of the United States Department of Housing and Urban Development (''IllJD'') Community Development Block GTant ("CDBG") Program, desires to enter this Agreement with the SUBRECIPlENT for the expenditure of CDBG funds in accordance with Title 24, Part 570 of Code of Federal Regulations 24 CFR 570.000, et seq. ("CDBG REGS''); and B. CTIY has applied for and received CDBG funds from HUD pursuant to Title I of the - Housing and Community Development Act of 1974, Public Law 93-383, as amended ("ACT"); and C. The SUBRECIPIENT is a private nonprofit agency that has been selected by the CTIY to receive CDBG funds and administer such financial assistance; and to provide the services described in "Exhibit A," in accordance with the schedule of'perfoimance includoo'therein, hereinafter referred to as "said program". SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the activities carried out with funds provided under this Agreement will meet one or more of the CDBG program's National Objectives (24 CFR Part 570.208). D. The CITY and SUBRECIPIENT have duly executed this Agreement for the expenditure of such funds; and WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the.. - CITY and SUBRECIPIENT: - I. SUBRECIPIENT'S OBLIGATIONS A. Non-Profit Status - Representations and Warranties. (a) Authority. SUBRECIPIENT is a duly organized and existing non-profit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of 1 A'ITACHIDn' 1 ;, . '''''1. 8/04 this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part , of SUBRECIPIENT. (b) Experience. SUBRECIPIENT is a qualified provider of the services to be provided hereunder. (c) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that (i) it has thoroughly investigated and considered the services to be performed and provided hereunder., (ii) it has carefully considered how the services should be performed, and (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (d) No Conflict. To the best of SUB RECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach lUlder any contract, agreement or order to which SUBRECIPIENT is a party or by which itis bound. (e) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. , (I) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (g) Application Veracity. All provisions of and information provided-in SUBRECIPIENT'S application for funding submitted to CITY including any exhibits are true and correct in all material respects. (h) No Pending Investigation. SUBRECIPIENT is not aware that it is the subject of any current or tbTeatened criminal or civil action investigation by any public agency, including wi~o';lt limitation a police agency or prosecuting authority, that would relate to affect performance offue Agreement or provision of services hereunder. . B. . Amount of Grant and Ouarterlv Disbursement. The amount granted to SUBRECIPIENTis $ 15,000 ("CDBG FUNDS"), and such funds shall be expended by SuBRECIPIENT on or before June 30, 2005. The CDBG FUNDS shall be disbursed by CITY ~ to SUBRECIPIENT on a quarterly basis (October, January, April and July) subject to and upon- receipt and approval of a complete quarterly activity reportfromSUBRECIPIENT, with the final payment subject to the satisfaction of the condition precedent of submittal of complete reporting information due on or before July 15 of the applicable funding year, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perfqrm such duties as would normally extend beyond the term, including but not limited to obligations with respect to indemnification, audits, reporting, data retention/reporting, and accounting. C. Use of Funds. SUBRECIPIENT agrees to use all federal funds provided by CITY to SUBRECIPIENT pursuant to this Agreement to operate said program, as set forth in "Exhibit A," attached hereto and by this reference incorporated herein. SUBRECIPIENT'S failure to perform as 2 8/04 . required may, in addition to other remedies set forth in this Agreement, result in readjustment of the . amount of funds CITY is otherwise obligated to pay to SUBRECIPIENT hereunder. D. Allowable Costs. SUBRECIPIENT agrees to complete said program on or before June 30, 2005 and to use said funds to pay for necessary and reasonable costs allowable under the federal law and regulations to operate said program. Said amounts shall include, but not be limited to, wages, administrative costs, and employee benefits comparable to other similarly situated employees. Other allowable program costs are detailed in the Budget, as set forth in "Exhibit B," attached hereto and by this reference incorporated herein. SUBRECIPIENT shall use all income received from said funds only for the same puiposes for which said funds may be expended pursuant to the terms and conditions Oft.t:il"s Agreement. E. Licensing. SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. SUBRECIPIENT shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. F. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activity(ies). Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good-faith efforts to gain compliance with'local, state or federat rules and regulations- following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUB~ClPIENT must make all corrections required to bring the' facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. G. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable_ ""'OMB Circular A-110 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for CDBG FUNDS; provided however, the SUBRECIPIENT must be.able to account for receipt, obligation arid expenditure of CDBG FUNDS pursuant to applicable OMB Circular A-II 0 requirements. H. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT receives Thee Hundred Thousand Dollars ($300,000.00) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management 3 8/04 and Budget. SUBRECIPIENT shall provide CI1Y with a copy of said audit by October 1 of the year following the program year in which this Agreement is executed. 1. Record Keeping/Reporting. SUBRECIPIENT shall keep and maintain complete and adequate records and reports to assist CITY in meeting and maintaining its record keeping responsibilities under the CDBG REGS, including the following: (1) Records a. Documentation evidencing program income requirements in conformity with 24 CFR 570:504(b((2)(i), (ii) and 24 CFR 570.503(b )(3) and 24 CFR 570.208(a)(2)(B) of the income level of persons and/or families participating' in or benefiting by the SUBRECIPIENT program. b. Documentation of the number of persons and/or families participating in or benefiting by the SUBRECIPIENT program. c. Household information shall include number of persons, identification of head of household, race/ethnicity, and income verification. - d. Documentation of all CDBG FUNDS received from CITY. e. Documentation of expenses as identified in the Budget Proposal, including evidence of incurring the expense, invoices for goods or services, copies of any and all contracts or documentatioI;l pertaining to costs for subcontractors, . plus all other invoices for which CDBG FUNDS were expended, and any payments therefor. f. Any such other related records as CITY shall reasonably require or as required to be maintained pursuant to the CDBG REGS. (2) Reports (i) Payment Request. Concurrently with the submittal of each quarterly report, on or before the 15th day of October, January, April and Jilly, SUBRECIPIENT shall submit both: an original invoice and true copies of invoices, receipts, agreements, copies of any and all contracts or documentation pertaining to costs for subcontractors or other documentation supporting and evidencing how the CDBG FUNDS have been expended during the applicable quarter. . (ii) Quarterly Activity Report: SUBRECIPIENT agrees to keep monthly records of all etlmic and racial statistics of persons and families benefited by SUBRECIPJENT in the performance of its obligations under this Agreement, including, but not limited to, the nunlber of low and moderate income persons and households assisted in accordance with federal income limits, the number 4 8/04 offemale heads of households assisted, new program information and year-to- date program statistics on expenditures, caseload and activities. J. Access to Records. CITY and the United State Government and/or their representatives shall have access for purposes of monitoring, auditing, and examining SUBRECIPIENT's activities and performance, to books, documents and papers, and the right to examine records of SUBRECIPIENT's subcontractors, bookkeepers and accountants, employees and participants in regard to said program. CITY and the' United States Government and/or their representatives shall also schedule on-site monitoring at their discretion. Monitoring activities may also include, but are not limited to, questioning employees and participants in said program anoei1termg arty premises or any site in which any of the services or activities funded hereunder is conducted or in which any of the records of SUBRECIPIENT are kept. Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. K. Location of Records/Required Length of Record Keeping. All accounting records, reports, and evidence pertaining to all costs, expenses and the CDBG FUNDS of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration ofthe Agreement and thereafter for five (5) years after completion of an audit in conformity with the CDBG REGS's. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of this Agreement to which CITY or any otheLgovemmentaI agency takes exception, shall be retained beyond the five (5) years until complete resolution or disposition of such appeals, litigation. claims, or exceptions. fu the event SUBRECIPIENT does not make the above-referenced documents available within the city of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintai:lled. L. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to the ACT as amended and that expenditures of these funds shall be in accordance with the ACT and all pertinent regulations issued by agencies of the federal government, including, but not' limited to, all regulations found at Title 24 of the Code of Federal Regulations. Program income received by SUBRECIPIENT shall be' returned to CITY unless otherwise provided for in this Agreement. ' ~ SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court ,-erdern applicable to its operation whether or not referred to in this Agreement. M. Standing. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board and Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. N. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall; where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY and or ffiJD or its representatives, all records requested, 5 8/04 including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. O. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agency of CITY. P. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby CDBG funds were received by SUBRECIPIENT, . or if SUBRF:C;IPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPlENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify expenditure of the CDBG funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained/spent under fraudulent circumstances. Q. EQuipment. SUBRECIPIENT agrees to maintain a record for each item of non- expendable personal property acquired under the terms of this Agreement. Said record shall be made available to CITY upon request. The term "non-expendable personal property" shall include leased and purchased equipment. R. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use funds provided through this Agreement to pay for entertainment, meals or gifts. S. Lobbving. SUBRECIPIENT certifies that it will comply with federal law (31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract, grant, loan or cooperative agreement to pay any person for influencing. or attempting to influence an officer or employee of any agency, Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in "Exhibit C," attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any: - sums to SUBRECIPIENT under the terms and conditions of this Agreement.- If any funds other than Federal appropriated funds have been paid or will be paid to ~ 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, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (see C-l). '. T. Financial Interest. SUBRECIPIENT agrees that except for the use ofCDBG funds 6 8104 to pay salaries and other related administrative or personnel costs, no persons who exercise or have . exercised any function with respect to CDBG activities assisted under the tenus of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to such activities, may obtain a financial interest or benefit from a CDBG-assisted activity of SUBRECIPIENT, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agencies, or the SUBRECIPIENT. U. Davis-Bacon Act. All laborers and mechanics employed by contractors or subcontractors in the performance of construction work, incIudirig alterations and reparrs, ill excess of $2,000.00, financed in whole or in part with federal funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U.S.C. sections 276a - 276a-5. Any such construction contract shall include and comply with the required contract provisions and rules set forth in 29 C.F.R. ~5.5. Further, the payroll reports (along with the "Statement of Compliance") and basic records are required to be maintained and submitted, or made available, pursuant to 29 C.F.R. ~5.5(a)(3). No payment, advance, grant, loan or guarantee of funds shall be approved by the federal agency unless there is on file with the agency a certification by the contractor that the contractor and its subcontractors have complied with the provisions of 29 C.F.R. ~5.5. A breach of the contract clauses in 29 C,F.R. ~5.5 may be grounds for termination of the contract, and for debarment as a contractor/subcontractor, as provided in 29 C.F.R. ~5.12. Labor standards interviews/investigations shall be made as necessary to assure compliance [29 C.F.R. 95.6(a)(3)]. V. Drug Free Workplace. SUBRECIPIENT certifies that it has established the following drug-free workplace policy: 1. The unl~wful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the workplace for any employee involved in a federally funded program. 2. As an employee working in conjunction with a federally funded program, the employees of SUBRECIPIENT will be required to: a) Abide by the terms above in statement 1. b) Notify appropriate officials of SUBREClPIENT and CITY officials of any criminal drug statute conviction for a violation occurring in the workplace not later than five days after such conviction. 3. The CITY and the United State Department of Housing and Urban Development will be notified within ten days after receiving notice of any such violation. 4. Within 30 days of receiving such notice, appropriate personnel action will be taken against such employee, up to and including termination. 7 8/04 Each such employee shall be required 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. ll. CITY'S OBLIGATIONS A. Pavment of Funds, Upon ex~ution of this Agreement by SUBRECIPIENT, CITY shall pay to SUBRECIPIENT from CDBG funds, when, ifabd'to the extentreceivedftoril HUD:'for CITY's Fiscal Year CDBG program year amOlrnts expended by SUBRECIPIENT in carrying out said program for fiscal year 2004-2005 pursuant to this Agreement up to a maximum aggregate payment of MONETARY GRANT AMOUNT Dollars ($ DOLLAR AMOUNT) in installments determined by CITY. Payments shall be made to SUBRECIPIENT through the submission of invoices on a quarterly basis (October, January, April and July) in a form prescribed by CITY, detailing such expenses. CITY shall pay such invoices within thirty (30) days after receipt thereof provided CITY is satisfied that such expenses have been incurred and documented within the scope and provisions of this Agreement and that SUBRECIPIENT is in compliance with the terms and conditions of this Agreement. B. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPJENT in CITY's annual audit of all CDBG FUNDS in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. C. Common Rille: Pursuant to CFR 85.40(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staffhas detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with Federal reqUirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. D. Environmental Review: In accordance with 24 CFR 58, the CITY is responsible for undertaking environmental review and maintaining environmental review records for each applicable project. E. Performance Monitoring: CITY shall monitor the performance of theSUBRECIPJENT against goals and performance standards required herein.. Sp.bstandard performance as determined by the CITY will constitute non-compliance with this Agreement. If- action to correct such substandard performance is not taken by the SUBRECIPJENT within a reasonable period of time after being notified by the CITY, contract suspension or termination procedures will be initiated. 8 8/04 ill. NONDISCRIMINATION SUBRECIPIENT agrees that no person on the ground of race, age, color, national origin, religion or sex will be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with CDBG funds. IV. CONFLICT OF INTEREST Pursuant to the conflict of interest requirements set forth in 24 CFR. 576.57 and OMB Circulars 1-102 and A-II0, SUBRECIPIENT agrees that no officer, employee, agent or assignee of CITY having direct or indirect control of any CDBG monies granted to the CITY, inclusive of the subject CDBG FUNDS, shall serve as an officer of SUBRECIPlENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated ~ a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. V. SPECIAL CERTIFICATION FOR RELIGIOUS ENTITIES If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with CDBG funds, in accordance with 24 CFR 570.200(j): , A. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis" of religion and shall not limit employment or give preference ill employment to persons on the basis of religion. B. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPlENT agrees to provide under the tenus of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. C. SUBRECIPIENT shall NOT provide religious instruction or counseling; cOiiduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUB RECIPIENT. D. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT, CDBG funds may also be used for minor 9 8/04 repairs to such property which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the CDBG expenditure for rendering the services under said program. VI. PROBIBmON OF NEPOTISM SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in-law, sister-in-Iaw,fatl:ier-in- law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term "administrative capacity" means having selection, hiring, supervisor or management responsibilities. VB. NOTICES Notices to the parties shall, unless otherwise requested in writing, be sent by u.s. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Community Development Agency (M-25) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Centennial Heritage Museum 3101 W. Harvard St. Santa Ana, CA 92704 VllI. ASSIGNABILITY None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUB RECIPIENT pursuant to this Agreement. IX. HOLD HARl\1LESS SUBRECIPIENT shall indemnifY, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of 10 8/04 property and for injuries to or death of any person or persons, including property and employees or . agents of CITY, and shall defend, indemnifY and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBREClPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of, SUBRECIPIENT's performance of this Agreement. X. INSURANCE A. In accordance with the provisions of Section 3300 of the Labor Code, if SUBRECIPIENT has any employees it is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing performance of this Agreement, SUBRECIPIENT agrees to obtain and maintain employer's liability insurance with limits not less than $1,000,000 per accident. If SUBRECIPIENT has no employees, nor workers' compensation coverage, it must execute a Declaration available from the CITY, and update as is necessary. B. SUBRECIPIENT shall undertake self-insurance, or shall obtain, at its sole cost, a policy or policies of commercial general liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall: (1) name the City of Santa Ana, its officers, agents, representatives, employees and volunteers as additional insured's; (2) be primary with respect to insurance or self-insurance programs maintained by the CITY; (3) contain standard separation of insured's provisions; and (4) give to CITY prompt and timely notice of claim made or suit instituted arising out of S~RECIPIENT's operations hereunder. SUBRECIPIENT shall: (a) prior to exercising any right under this Agreement, furnish properly executed certificates of insurance and additional insured endorsement to the CITY which shall clearly evidence all coverages required above; (b) provide that such insurance shall not be materially changed or terminated except on 30 days prior written notice to the CITY; (c) maintain such insurance for the period covered by this Agreement; and (d) replace such certificates for policies expiring prior to the expiration of this Agreement. . XI. REVERSION OF ASSETS A. Upon the expiration of this Agreement, SUBRECIPIENT shall transfer to CITY any CDBG funds on hand at the time of the expiration of this Agreement as well as any accounts receivable attributable to the use ofCDBG funds. [24 CFR 570.503(b)(8).] B. Any real property under SUBRECIPIENT's control that was acquired or improved in whole or in part with CDBG funds in excess of$25,000.00 must either be: 11 8/04 1. Used, where CITY has given written approval, to meet one of the national . objectives stated in 24 CFR 570.208 until five (5) years after expiration of this Agreement, or for such longer period of time as determined to be appropriate by CITY; or 2. If not used in accordance with subparagraph A above, SUBRECIPIENT shall pay to CITY an amount equal to the current fair market value of the property less any portion of the value attributable to the expenditure of non-CDBG funds for acquisition of, or improvement to, the property. Such payment is program income to CITY. C. Subject to the obligations set forth herein, title to equipment acquired under the terms of this Agreement will vest upon acquisition in SUBRECIPIENT. When said eqUipment which has been acquired' in accordance with this Agreement and all applicable regulations is no longer needed for said program, disposition of said equipment will be made as follows: 1. Items of equipment with a current per unit fair market value of less than $5,000.00 may be retained, sold or otherwise disposed of with no further obligation to CTIY. , 2. Items of equipment with a current fair market per unit value of $5,000.00 or more may be retained or sold and CITY shall have the right to an amount calculated by multiplying the current market value or proceeds,from the sale by CITY's share of federal funds used to acquire the equipment, in accordance with 24 CFR 85.32(e)(2). D. SUBRECIPIENT hereby agrees, upon the demand of CITY, to execute, acknowledge and deliver, or cause any person or entity who may have any claim to rights hereunder or under any dOCUment, instrument or agreement executed in furtherance of the services and activities to be peIformed hereunder, to execute, acknowledge and deliver, to CITY assignment(s), quit claim deed(s) or such other and further instriunents, docmnents and agreements as may be necessary, in the sole and a,!?solute discretion of CITY, to vest in CITY all of SUBRECIPIENT's right, title and interest (if any it may have) in and to CITY, CDBG or other federal, state and/or local accounts or program funds or allocation of funds to which CITY is or may be entitled, either for its own account or as fiduciary or trustee. for others, which were obtained for the purpose of the performance of this Agreement or any previous agreements relating to the same subject matter or activities as this Agreement, together with any instruments, loans, grants or advances by SUBRECIPIENT on behalf of CITY, in furtherance of the activities hereunder or thereof SUBRECIPIENT's obligations and responsibilities set forth in this paragraph"XI. REVERSION OF ASSETS." and in paragraph "XII. TERMINATION" and other requirements pertaining to program income shall not be affected by the termination of this Agreement and shall survive the date of termination of this Agreement for such period of time as CITY and/or HUn deems necessary for the responsibilities, duties and obligations to be performed and completed to the satisfaction of CITY and HUD. XII. TERMINATION A. 1bis Agreement may be terminated on thirty (30) days' written notice by either 12 8/04 party. hI the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement . for approved expenses incurred to the effective date of termination. B. This Agreement may be suspended or terminated by CTIY upon five (5) days' written notice for Violation by SUBRECIPIENT of Federal Laws governing the use of Community Development Block Grant Funds. hI the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. ' C. Pursuant to 24 CFR 85.43, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination 'of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CTIY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of (1) any payments made for services not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by CTIY in obtaining substitute performance. D. The grant of funds under this Agreement may be terminated for convenience in accordance with 24 CFR 85.44. E. The grant of funds under this Agreement may be terminated due to the non- performance of SUB RECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibits A and B or failure to meet the performance standards and program goals set forth therein. F. In the event this Agreement is terminated as set forth in subparagraphs XU.A. through XU.E., inclusive, SUBRECIPIENT agrees to immediately return to CTIY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with paragraph "XI. REVERSION OF ASSETS" of this Agreement. -'<-XIII. LIMITATIONOFFUNDS The United States of America, through HOD, may in the future place programmatic or fiscal limitations on the use of CDBG funds which limitations are not presently anticipated. Accordingly, CTIY reserves the right to revise this Agreement In order to take account of actions affecting mID program funding. hI the event of funding reduction, CTIY may, in its sole and absolute discretion, reduce the budget of this Agreement as a whole or as to costs category, may limit the rate of SUBRECIPIENT's authority to commit and spend fundS, or may restrict SUBRECIPIENT's use of both its uncommitted and its unspent funds. Where HUD has directed or requested CTIY to implement a reduction in funding, in whole or as to a cost category, with respect to funding for this 13 8/04 Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and . effecting such a reduction and in revising, modifYing, or amending the Agreement for such purposes. If such a reduction in fimding occurs, SUBRECIPIENT shall be pennitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability, financial soundness, or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENf of its intention to so act, pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENf before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with HOD cash withdrawal guidelines. XIV. EXCLUSIVITY AND AMENDMENT OF AGREEMENT This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the use of CITY's CDBG fimds by SUBRECIPIENT and contains all the coven<!l1ts and agreements between the parties with respect to such employment in any manner whatsoever. 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, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. xv. LAWS GOVERNING THIS AGREEMENT This Agreement shap be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. XVI. VALIDITY The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. XVII. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties 10 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 and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 14 . . 8/04 c. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof. or of any other covenant, condition or agreement herein contained. 15 ACORD.. CERTIFICATE"F LIABILITY INSURANCr' OP ID D9 DATE (MMlDDIYYYY) CENTE-3 07 ;~7 06 THIS CERTIFICATE IS ISSUE AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. ,PRODUCER Andreini & Company-South Coast License 0208825 One MacArthur Place, Suite 100 South Coast Metro CA 92707 Phone: 714-327-1400 Fax:714-327-1499 INSURED INSURERS AFFORDING COVERAGE '!'be Rart:!Q~ ZnauraDce Ccaapauy NAIC# 22357 Centennial Heritage Museum Colleen Mensel 3101 W. Harvard Street Santa Ana CA 92704 A-J(X)J.I-Of/'7-0/J- COVERAGES INSURER A: INSURER B: INSURER C: INSURER 0: ERE: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REClUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENTWlTH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDmONS OF SUCH POLICIES, AGGREGATE UMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR ~SR[ TYPE OF INSURANCE POLICY NUMBER ~';!~ lMMIDliiVVI DATE MMltiDiYVi' UWTS ~NERAL UABIUTY EACH OCCURRENCE 51,000,000 A X ~ COMMERCIAL GENERAL UABILllY 57SBAAV8856 03/15/06 03/15/07 ~~~~S lea DCQJrencel 5300,000 - ~ CLAIMS MADE [!] OCCUR MED EXP (Anyone perscn) 510,000 PERSONAL & ArN INJURY 51,000,000 GENERAL AGGREGATE 52,000,000 GEN'L AGGREGATE L1WT APPLIES PER: PRODUCTS - COMPIOP AGG 52,000,000 i h POLICY h- ~~g: n we ~OMOBILE LIABILITY COMBINED SINGLE LIMIT 51,000,000 A ANY AUTO 57SBAAV8856 03/15/06 03/15/07 (Ea accident) I-- - ALL OWNED AUTOS BODILY INJURY S SCHEDULED AUTOS (Pet person) '-- ~ HIRED AUTOS BODILY INJURY 5 ~ NON-DWNED AUTOS (Per accidelll) I-- PROPERTY DAMAGE S (Per accident) ~RAGE~IUTY AUTO ONLY - EA ACCIDENT S ANY AUTO OTHER THAN EA ACC 5 AUTO ONLY: AGG 5 ~ESSIUM8RELLA UABlUTY EACH OCCURRENCE 51,000,000 A OCCUR 0 ClAIMS MADE 57SBAAV8856 03/15/06 03/15/07 AGGREGATE 52,000,000 5 =iDEDUCTlBLE S RETENTION S S WORKERS COMPENSAT1ON AND ITORY L1NITS I IU~~. EMPLOYERS' ~IUlY E.L EACH ACCIDENT S ANY PROPRlETORIPARTM:RIEXECUTlVE OFFICERlNEMBER EXCLUDED? E.L DISEASE - EA EMPLOYEE S . ~es. describe under E,L. DISEASE. POLICY L1NIT 5 S ECIAL PROVISIONS below OTHER A Property 57SBAAV8856 03/15/06 03/15/07 BPP 1,055,000 SDecial Form BI/EE ALS DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS City of Santa Ana is named as Additional Insured but only as their interest may appear as respects Operations of the Named Insured. See Attached SS 00 08 04 01 *10 day notice of cancellation for non payment of premium CERTIFICATE HOLDER CITYSAA CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCEUED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAlL 30* DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THI! LEFT, BUT FAILURE TO DO so SHALL IMPOSE NO OBLIGATION OR UABtUTY OF ANY KIND UPON THE INSURER, rrs AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE . k1ertr1 Peterson City of Santa Ana Community Development M-25 P.O. Box 1988 Santa Ana CA 92702 Agency 'L... .~ ACORD 25 (2001/08) J~~'.d:!/t!i~L._._..,.,. ,_ @ ACORD CORPORATION 1988 c, e. J'::::; IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the pollcy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the polley, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s}, authorized representative or producer, and the certificate holder, nor does It affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. "ra _F~OrtI~.1- ~~ 2111 . -/.,2<-n__.~'h'---~!f"'__~~_w__.~ ~ - - ", ' 'c;Jy , <-~.~y l-..ttC'";"';lC:\: ACORD 25 (2001/08) (9) Arising out of an electronic chat room or bulletin board you host, own, or over which you exercise control; (10) Arising out of the unauthorized use of another's name or product in your e- mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers; (11) Arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act; (12) Arising out of: (a) An "advertisement" for others on your web site; (b) Placing a link to a web site of others on your web site; or (c) Content from a web site of others displayed within a frame or border on your web site, Content includes information, code, sounds, text, graphics or images; (13) Arising out of a violation of any anti- trust law; or (14) Arising out of the fluctuation in price or value of any stocks, bonds or other securities, Exclusions c. through i., k., I., m. and n. do not apply to damage by fire, lightning or explosion to premises rented to you, A separate Limit of Insurance applies to this coverage as described in Section D. - LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE. 2. Applicable to Medical Expenses Coverage We will not pay expenses for "bodily injury": a. Any Insured To any insured, except "volunteer workers" . b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured, c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies, , T" ,,-.~ Form SS 00 08 04 01 '1:;5 ,jll r BU~.. ..:SS LIABILITY COVERAGE FORM d. Workers Compensation And Similar laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while taking part in athletics. f. Products-Completed Operations Hazard Included with the "products-completed operations hazard", g. Business Liability Exclusions Excluded under Business Liability Coverage, h. War Due to war, whether or not declared, or any act or condition incidental to war. War includes civil war, insurrection, rebellion or revolution, C. WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured, Your members, your partners and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured, Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your manager, d. An organization other than a partnership or joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors, Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees, 2. Each of the following is also an insured: FORI'll Page 9 of 20 w.o;,' BUSINESS LIABILITY COVER,... _c FORM a. Your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business, However, none of these "employees" is an insured for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), or to a co-"employee" while that co-"employee" is either in the course of his or her employment or performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co- "employee" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services, (2) "Property damage" to property: (a) Owned, occupied or used by; or (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Any person (other than your "employee"), or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and Page 10 of 20 f1J5 filL ., ..,', ;.' ;.~ ..-: '..' ~- . , /'~ 1. ~. ;' (2) Until your legal representative has been appointed, d. Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this insurance, e. Any "employee" of the insured while acting in the scope of his/her duties as a retail pharmacist, or optician or optometrist. f. Additional Insureds by Contract, Agreement or Permit Any person or organization with whom you agreed, because of a written contract or agreement or permit, to provide insurance such as is afforded under this Business Liability Coverage Form, but only with respect to your operations, "your work" or facilities owned or used by you, However, coverage under this provision does not apply: (1) Unless the written contract or agreement has been executed or a permit has been issued prior to the "bodily injury", "property damage" or "personal and advertising injury", (2) To any person or organization included as an insured under provision g. (Broad Form Vendors). (3) To any other person or organization shown in the Declarations as an Additional Insured, Coverage under this provision includes the following: (1) When an engineer, architect or surveyor becomes an insured under provision 2.f., the following additional exclusion applies: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you including: (a) The preparing, approving, or failure to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) When a lessor of leased equipment becomes an insured under provision 2.f., the following additional exclusions apply: Form SS 00 08 04 01 (a) To any "occurrence" which takes place after the equipment lease expires; or (b) To "bodily injury" or "property damage" arising out of the sole negligence of the lessor, (3) When owners or other interests from whom land has been leased become an insured under provision 2.f., the following additional exclusions apply: (a) Any "occurrence" which takes place after you cease to lease that land; or (b) Structural alterations, new construction or demolition operations performed by or on behalf of the owners or other interests from whom land has been leased, (4) When managers or lessors of premises become an insured under provision 2.f., the following exclusions apply: (a) Any "occurrence" which takes place after you cease to be a tenant in that premises: or (b) Structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessors of the premises. g. Additional Insured Broad Form Vendors Any person or organization with whom you agreed, because of a written contract or agreement to provide insurance, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: (1) The insurance afforded the vendor does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; Form SS 00 08 04 01 \.;//v " /, I(>~)C; /(L.H BU~" .':55 LIABILITY COVERAGE FORM (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in product made intentionally by the vendor; (d) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor, (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products, (3) This provision g. does not apply to any vendor included as an insured by an endorsement issued by us and made a part of this Coverage Part, (4) This provision g. does not apply if "bodily injury" or "property damage" included within the "products- completed operation hazard" is excluded either by the provisions of the Coverage Part or by endorsement. h. Broad Form Named Insured Any subsidiary and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this coverage form, Page 11 of 20 , t ;'i '; '\ BUSINESS LIABILITY COVERJ......;.c FORM The insurance afforded herein for any subsidiary not shown in the Declarations as a named insured does not apply to injury or damage with respect to which an insured under this insurance is also an insured under another policy or would be an insured under such policy but for its termination or upon the exhaustion of its limits of insurance. i. Newly Formed or Acquired Organizations Any organization you newly acquire or form, other than a partnership or joint venture, and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: (1) Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and (2) Coverage under this provision does not apply to: (a) "Bodily injury" or "property damage" that occurred; or (b) "Personal and advertising injury" arising out of an offense committed before you acquired or formed the organization, j. Additional Insured - Volunteer Workers Your "volunteer workers", but only while performing duties related to the conduct of your business, (1) However, no "volunteer workers" are insureds for: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of rendering or the failure to render professional services, (b) "Bodily injury" or "personal and advertising injury": (i) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), your other "volunteer workers" or to your "employees" arising out of and in the course of their duties for you; Page 12 of 20 \M" / )cts&7(11 (ii) To the spouse, child, parent, brother or sister of your "volunteer workers" or your "employees" as a consequence of paragraph (1) (a) above; or (c) "Property damage" to property: (i) Owned, occupied or used by, (ii) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your other "volunteer workers", your "employees", any partner or member (if you are a partnership or joint venture) or any member (if you are a limited liability company), 3. Additional Insured . Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission, Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability, However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations, D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits", /"" ...) Form 55 00 08 04 01 2. Aggregate Limits The most we will pay for: a. Injury or damages under the "products- completed operations hazard" arising from all "occurrences" during the policy period is the Products-Completed Operations Aggregate Limit shown in the Declarations, b. All other injury or damages, including medical expenses, arising from all "occurrences" during the policy period is the General Aggregate Limit shown in the Declarations. This General Aggregate Limit applies separately to each of your "locations" owned by or rented to you. "Location" means premises involving the same or connecting lots. or premises whose connection is interrupted only by a street, roadway or right-of-way of a railroad, This aggregate limit does not apply to "property damage" to premises rented to you arising out of fire, lightning or explosion, 3. Subject to item 2. above, the most we will pay for the sum of all damages because of all "bodily injury", "property damage" and medical expenses arising out of anyone "occurrence" is the Liability and Medical Expenses Limit shown in the Declarations. The most we will pay for all medical expenses because of "bodily injury" sustained by anyone person is the Medical Expenses Limit shown in the Declarations, 4. Subject to item 2. above, the most we will pay for the sum of all damages because of all "personal and advertising injury" sustained by anyone person or organization is the Personal and Advertising Injury Limit shown in the Declarations, 5. The most we will pay under Business Liability Coverage for damages because of "property damage" to premises rented to you, or in the case of fire, while rented to you or temporarily occupied by you with permission of the owner, is the Damage To Premises Rented To You Limit shown in the Declarations, The Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of the three. " BU~. .':55 LIABILITY COVERAGE FORM If more than one limit of insurance under this policy and any endorsements attached thereto applies to any claim or "suit", the most we will pay under this policy and the endorsements is the single highest limit of liability of all coverages applicable to such claim or "suit", However, this paragraph does not apply to the Medical Expenses limit set forth in paragraph 3. above, The limits of this policy apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under the policy, 2. Duties in The Event of Occurrence, Offense, Claim or 5uit a. You must see to it that we are notified promptly of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; and (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. This condition applies only when the "occurrence" or offense is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) A manager if you are a limited liability company; (4) An "executive officer" or insurance manager, if you are a corporation; or (5) Any elected or appointed official, if you are a political subdivision or public entity. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and Form 55 00 08 04 01 ..X;oJifL'____,_.._..n Page 13 of 20 /. I. t ~ . BUSINESS LIABILITY COVER;. .: FORM (2) Notify us as soon as practicable, You must see to it that we receive a written notice of the claim or "suit" as soon as practicable, But this condition will not be considered breached unless the breach occurs after such claim or "suit" is known to anyone listed in 2 .a. (1) through (5) above, c. You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suif'; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation, settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization that may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insureds will, except at their own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 3. Financial Responsibility Laws a. When this policy is certified as proof of financial responsibility for the future under the provisions of any motor vehicle financial responsibility law, the insurance provided by the policy for "bodily injury" liability and "property damage" liability will comply with the provisions of the law to the extent of the coverage and limits of insurance required by that law. b. With respect to "mobile equipment" to which this insurance applies, we will provide any liability, uninsured motorists, underinsured motorists, no-fault or other coverage required by any motor vehicle law, We will provide the required limits for those coverages. 4. Legal Action Against Us No person or organization has a right under this coverage form: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this coverage form unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this insurance or that are in excess of the applicable limit of insurance, An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative, 5. Separation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom a claim is made or "suit" is brought. 6. Unintentional Failure to Disclose Hazards It is agreed that based on our reliance on your representations as to existing hazards, if unintentionally you should fail to disclose all such hazards at the inception date of your policy, we shall not deny any coverage under this Coverage Form because of such failure. 7. Other Insurance . Primary Additional Insured If the written contract or agreement or permit requires this insurance to be primary for any person or organization with whom you agree to include in WHO IS AN INSURED, this Other Insurance Provision is applicable, If other valid and collectible insurance is available for a loss we cover under this Business Liability Coverage Form, our obligations are limited as follows: a. Primary Insurance This insurance is primary. We will not seek contributions from other insurance available to the person or organization with whom you agree to include in WHO IS AN INSURED, except when b. applies, b. Excesslnsurance This insurance is excess over: (1) Any other insurance, whether primary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; .' l-~_?.) l\..S . i~ Page 14 of 20 ~3 ?/;/ / 0:~J_.,,_ h<_"__~.,,_.__. Form 55 00 08 04 01 .~;,. , ; \1 ;\ (b) That is Fire insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section A. - Coverages, (2) Any other primary insurance available to you covering liability for damages arising out of the premises or operations for which you have been added as an additional insured by attachment of an endorsement. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self- insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also, Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits, Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers, This provision provides such insurance as is afforded under this coverage form, but only with respect to your operations, "your work" or facilities owned or used by you. Form SS 00 08 04 01 BU~. ..:SS LIABILITY COVERAGE FORM F. OPTIONAL COVERAGES If listed or shown as applicable in the Declarations, one or more of the following Optional Coverages also apply, These coverages are subject to the terms and conditions applicable to Business Liability Coverage in this policy, except as provided below: 1. Additional Insured - Designated Person or Organization WHO IS AN INSURED under Section C. is amended to include as an insured the person or organization shown in the Declarations, but only with respect to liability arising out of your operations or premises owned by or rented to you, 2. Additional Insured - Managers or Lessors of Premises a. WHO IS AN INSURED under Section C. is amended to include as an insured the person(s) or organization(s) shown in the Declarations; but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you and shown in the Declarations and subject to the following additional exclusions: b. Additional Exclusions This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or for that person or organization, 3. Additional Insured - Grantor of Franchise WHO IS AN INSURED under Section C. is amended to include as an insured the person(s) or organization(s) shown in the Declarations, but only with respect to their liability as grantor of franchise to you, 4. Additional Insured - Lessor of Leased Equipment a. WHO IS AN INSURED under Section C. is amended to include as an insured the person(s) or organization(s) shown in the Declarations, but only with respect to their liability arising out of the maintenance, operation or use by you of equipment leased to you by such person(s) or organization(s). b. Additional Exclusions: f39:~si9surance does not apply: .L..c...-/ . X2!2'~z Page 15 of 20 BUSINESS LIABILITY COVER#.. .= FORM (1) To any "occurrence" which takes place after the equipment lease expires; or (2) To "bodily injury" or "property damage" arising out of the sole negligence of the lessor, 5. Additional Insured - Owners or Other Interests From Whom Land Has Been Leased WHO IS AN INSURED under Section C. is amended to include as an insured the person or organization shown in the Declarations, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land leased to you and shown in the Declarations and subject to the following additional exclusion: This insurance does not apply to: a. Any "occurrence" that takes place after you cease to lease that land; or b. Structural alterations, new construction or demolition operations performed by or for the person or organization shown in the Declarations, 6. Additional Insured . State or Political Subdivision. Permits a. WHO IS AN INSURED under Section C. is amended to include as an insured the state or political subdivision shown in the Declarations, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. b. Additional Exclusions This insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or political subdivision; or (2) "Bodily injury" or "property damage" included in the "product-completed operations" hazard. 7. Additional Insured . Vendors a. WHO IS AN INSURED under Section C. is amended to include as an insured the person(s) or organization(s) (referred to below as vendor) shown in the Declarations, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business. b. Additional Exclusions (1) The insurance afforded the vendor does not apply to: Page 16 of 20 (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor, (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. (3) This Provision 7. does not apply to any vendor included as an insured by an endorsement issued by us and made a part of this Coverage Form, ,....,~~~~~L__..._" '.." '. .-...'Uy "L ::''--'';(\1 A1.1 Form SS 00 08 04 01 (4) This Provision 7. does not apply if "bodily injury" or "property damage" included within the "products-completed operations hazard" is excluded either by the provisions of this Coverage Form or byendorsement. 8. Additional Insured - Controlling Interest WHO IS AN INSURED under Section C. is amended to include as an insured the person(s} or organization(s} shown in the Declarations but only with respect to their liability arising out of: a. Their financial control of you; or b. Premises they own, maintain or control while you lease or occupy these premises, This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. 9. Additional Insured - Owners, Lessees or Contractors Scheduled Person or Organization. WHO IS AN INSURED under Section C. is amended to include as insured the person or organization shown in the Declarations, but only with respect to liability arising out of your ongoing operations performed for that insured, 10. Additional Insured - Co-Owner of Insured Premises WHO IS AN INSURED under Section C. is amended to include as an insured the person(s} or Organization(s} shown in the Declarations, but only with respect to their liability as co-owner of the premises shown in the Declarations. G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; b. The Internet, but only that part of a web site that is about goods, products or services for the purposes of inducing the sale of goods, products or services; or c. Any other publication that is given widespread public distribution. cr, .. ~. BU~. ...:SS LIABILITY COVERAGE FORM However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network, 2. "Advertising idea" means any idea for an "advertisement" . 3. "Auto" means a land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "mobile equipment". 4. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish or death resulting from any of these at any time. 5. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a suit on the merits according to the substantive law in such territory, or in a settlement we agree to, 6. "Employee" includes a "leased worker", "Employee" does not include a "temporary worker", 7. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. TO FORM ~. /. ,.l/,/ '., ,.., ,_{~u../---~,-- . .-'_'~~,.'~h_ ~__~i_Jt SL~edy 1 l~;tv Attor'-J.::?~' Form SS 00 08 04 01 Page 17 of 20 CHECKLIST FOR PROCESSING AGREEMENTS AND AMENDMENTS TO: CLERK OF THE COUNCIL OFFICE FROM: DEPT.: Community Development Aqency MAIL STOP: M-25 CONTACT PERSON: Lucy Flores EXT.: 5377 THE FOLLOWING ITEMS SHOULD BE PROVIDED IN REQUESTING PROCESSING OF AGREEMENTS FOR THE CITY: AGREEMENT NUMBER (if amendment): A / N AMENDMENT NUMBER (if applicable): o 1ST o 2ND o 3RD o COUNCIL APPROVAL DATE: April 17. 2006 AMOUNT: 0 OVER $10,000 NAME OF CONSULTANT: (1 PV\-\~V\.n~o-\ TERM OF AGREEMENT: EFFECTIVE DATE: INSURANCE REQUIRED: 0 NO DYES o AUTO o PROFESSIONAL L1ABILI o UNDER $10,000 t\e.',,~~E.. M \JSe.. \J ""'- TERMINATION DATE: o PROCESS o o l3" (INS. APPROVAL REQUIRED B1; SIGNATURES REQUIRED: o VENDOR o CITY ATTORNEY COMMENTS: FOR CLERK OFFICE USE ONLY: DO NOT PRO o MISSING SIGN o NEEDS COUNCI o OTHER ADDITIONAL REMARKS: j()~;U(nf?nt5\(;D8( :;'1\<..:; R EE ;\:';E t\i'; hJ~(I~)LST FC)FUv1 ., C'Z'Hl~-3('y'doc