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HomeMy WebLinkAboutBOWERS MUSEUM - 2006 CDBG FUNDED PROGRAM h0 AGREEMENT TERMINA nON Please complete this form when the attached agreement is no longerji,j eJJ\:c2 q r\H 9: 3 I Return form to the Deputy Clerk of the Council (M-30). Call 647-~237 if you have an~ .qli-estions. The agreement with ~)fI'/'?-<l' (})7?.(.I~ No. It -!)"OO(p-()9~-OOL/ was completed on ~.<L-.-.... ;;(,/ ;;J.OC7 ~ and final payment has been made. Signature: ~~. a(,~U~ ~ ~~ ~ uc........... ~U\. ~ 7 /:J.~I c, Department: Date: Revised 08-28-06 City of Santa Ana Clerk of the Council iNSURANCE NOT ON FILE WORK MAY!:m PROCEED . CLERK OF COUNCIL JE'/I-;V-o' ~ )D~p~ [2.) AGREEMENT BETWEEN THE CITY OF SANTA ANA AND o '(l- ~C>fe~ CHARLES W. BOWERS MUSEUM FOR USE OF COMMUNITY DEVELOPMENT BLOCK GRANT FUNDS A-2006-092-004 5/05 This Agrecmcnt, is hcreby made and cntcrcd into this I st day of July, 2006, by and between the City of Santa Ana, a charter city and municipal corporation of the State of California ("CITY") and Bowcrs Muscum, a California nonprofit corporation ("SUBRECIPIENT"). WIINfo~~foIH Rccitals: A. Thc CITY, as an entitlcment recipient and grantee of the United States Department of Housing and Urban Development ("HUD") Community Dcvelopment Block Grant ("CDBG") Program, desires to cntcr this Agreement with thc SUBRECIPIENT for the expenditure of CDBG funds in accordance with Title 24, Part 570 of Code ofFedcral Regulations 24 CFR 570.000, et seq. ("CDBG REGS"); and B. CITY has applied for and received CDBG funds from HUD pursuant to Title I of the Housing and Community Developmcnt Act of 1974, Public Law 93-383, as amended ("ACT"); and C. The SUBREClPIENT is a private nonprofit agency that has bcen selected by the CITY to receive CDBG funds and administer such financial assistance; and to providc the services dcscribed in Exhibit A, in accordance with the schcdule of performance included therein, hereinafter referred to as "said program". SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that thc activities carried out with funds provided under this Agreement will mcct one or more ofthc CDBG program's National Objectives (24 CFR Part 570.208). D. SUBRECIPIENT agrees that it will adhere to the pcrformance measurcmcnts and outcomes as indicated on Exhibit B-1 (Outcome Tracking). Failure to follow the measurements and meet thc statcd outcomes may constitute breach of contract that could result in termination of this Agrccment or serve as rcason for the City to recapture the grant funds awarded to SUB RECIPIENT pursuant to this Agreemcnt. E. Thc CITY and SUBRECIPIENT have duly executed this Agreement for thc expenditure of such funds; and WHEREFORE, it is agreed by and bctween the partics that the forcgoing Recitals arc a substantivc part of this Agrecment and thc following tcrms and conditions are approved and togethcr with all exhibits and attachments hcrcto, shall constitute the entirc Agreement betwccn the CITY and SUBRECIPIENT: 1 5/05 I. SUBRECIPlENT'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 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 under any contract, agreement or order to which SUBREClPlENT is a party or by which it is bound. (e) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. (I) No Pending Legal Proceedings. SUB RECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUB RECIPIENT'S performance under this Agreement. (g) Application Veracity. All provisions of and information provided in SUBRECIPlENT'S application for funding submitted to CITY including any exhibits are true and correct in all material respects. (h) No Pending Investigation. SUB RECIPIENT is not aware that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, that would relate to affect performance ofthe Agreement or provision of services hereunder. B. Amount of Grant and Quarterlv Disbursement. The amount granted to SUBRECIPIENT is $ 5,000("CDBG FUNDS"), and such funds shall be expended by SUBRECIPIENT on or before June 30, 2007. The CDBG FUNDS shall be disbursed by CITY to SUB RECIPIENT on a quarterly basis (October, January, April and July) subject to and upon receipt and approval of a complete quarterly activity report from SUBRECIPIENT, with the final 2 5/05 payment subject to thc satisfaction of the condition precedent of submittal of complete reporting information duc on or before July 15 of the applicable funding year, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including but not limited to obligations with respcct 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 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 SUB RECIPIENT hereunder. D. Allowable Costs. SUBRECIPIENT agrees to complete said program on or before June 30, 2007 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 hcrein. SUBRECIPIENT shall use all income rcccived from said funds only for the samc purposes for which said funds may be expended pursuant to the tcrms and conditions of this 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 opcrations hereunder. Such licensing rcquirements includc obtaining a City business license, as applicable. F. Zoning. SUB RECIPIENT agrccs that any facility/property uscd in furtherance of said program shall bc specifically zoncd and permitted for such use(s) and activity(ies). Should SUBRECIPIENT fail to have the required land entitlcment and/or pcrmits, thus violating any local, state or fcderal rules and regulations relating thereto, SUB RECIPIENT shall immediately make good-faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agcncy. SUBRECIPIENT shall notii)' CITY immediately of any pending violations. Failure to notii)' CITY of pending violations, or to remedy such known violation(s) shall result in termination of b'fant funding hereunder. SUBRECIPIENT 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 tcrmination of grant funding hcreunder. G. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agrcement shall bc 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-liD requirements. SUBRECIPIENT is not required to maintain separate depository accounts for CDBG FUNDS; provided however, the SUBRECIPIENT must be able to 3 5/05 account for receipt, obligation and expenditure of CDBG FUNDS pursuant to applicable OMB Circular A-II 0 requirements. H. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT receives Thrce 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 sct forth and publishcd by the United Statcs Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by October I of the year following the program year in which this Agreemcnt is executed. l. 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: (I ) 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 incomc level of persons and/or families participating in or benefiting by the SUBRECIPIENT program. b. Documentation of the number ofpcrsons and/or families participating in or benefiting by the SUBRECIPIENT program. c. Household information shall includc number of persons, identification of head of household, race/ethnicity, and income verification. d. Documentation of all CDBG FUNDS rcceived from CITY. c. Documentation of expenses as identified in thc Budget Proposal, including evidence of incurring the expense, invoiccs for goods or services, copies of any and all contracts or documcntation pertaining to costs for subcontractors, plus all other invoices for which CDBG FUNDS were cxpended, and any payments thercfor. 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 Requcst. Concurrcntly with the submittal of cach quarterly report, on orbeforc the 15th day of October, January, April and July, SUBRECIPIENT shall submit both: an original invoicc and true copics of invoiccs, receipts, agreements, copies of any and all contracts or documentation pertaining to costs for subcontractors or other documentation supporting and cvidencing how the CDBG FUNDS havc been expcnded during the applicable quarter. 4 5/05 (ii) Quarterly Activity Report: SUBRECIPIENT agrees to keep monthly records of all ethnic and racial statistics of persons and families bencfited by SUBRECIPlENT in the pcrformance of its obligations under this Agreement, including, but not limited to, the number oflow and moderate income persons and households assisted in accordance with federal income limits, the number of female heads of households assistcd, new program information and year-to- date program statistics on cxpenditures, caseload and activities. J. Access to Rccords. CITY and thc United State Government and/or their rcpresentatives 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 SUB RECIPIENT's subcontractors, bookkeepers and accountants, employees and participants in rcgard 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 and entering any premises or any site in which any of the services or activities funded hereunder is conducted or in which any of the records of SUB RECIPIENT are kept. Nothing herein shall bc construed to requirc access to any privileged or confidential information as set forth in fcderal or state law. K. Location of Records/Requircd Length of Record Keeping. A II 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 SUBRECIPlENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years after completion of an audit in conformity with the CDBG REGS's. Records which rclate 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 other governmental agency takes exception, shall be retaincd beyond the five (5) years until complete resolution or disposition of such appeals, litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the city of Santa Ana, California, SUBRECIPIENT agrees to pay all neccssary and reasonable expenscs incurred by CITY in conducting any audit at the location where said records and books of account arc maintained. L. Compliance with Law/Program Income. SUB RECIPIENT 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 rcceived by SUBRECIPIENT shall be returncd to CITY unless otherwise providcd for in this Agreement. SUB RECIPIENT agrees to comply fully with all federal, state and local laws and court ordcrs applicable to its opcration whethcr or not refcrrcd to in this Agreement. M. Standing. SUBRECIPIENT shall bc in good standing, without suspcnsion by thc California Secretary of State, Franchise Tax Board and Intcrnal Revenuc Service. Any change in the corporatc status or suspcnsion ofSUBRECIPlENT shall bc reported immediately to CITY. 5 5/05 N. Confidentiality. Without prejudice to any other provisIOns of this Agreement, SUBREC1PlENT 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, SUBREC1PIENT shall submit to CITY and or HUD or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. O. Independent Contractor. SUB RECIPIENT 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 SUB RECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT 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. SUBREClPIENT agrees to maintain a rccord 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 ab'feement 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 agrecment and the cxtension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that cffect in a form as set forth in "Exhibit C," attached hereto and by this rcference 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 SUB RECIPIENT under the terms and conditions of this Agreement. If any funds other than Fcdcral appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employce of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of 6 5/05 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-I). T. Financial Interest. SUBRECIPIENT agrees that except for the use of CDBG funds to pay salaries and other related administrative or personncl costs, no persons who exercise or have exercised any function with respect to CDBG activities assisted under the terms 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, including alterations and repairs, in 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. 95.5. 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. 95.5(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. 95.5. A breach of the contract clauses in 29 C.F.R. 95.5 may be grounds for termination of the contract, and for debarment as a contractor/subcontractor, as provided in 29 C.F.R. 95.12. Labor standards interviews/investigations shall be made as necessary to assure compliance [29 C.F.R. 95.6(a)(3)]. V. Drug Free Workplace. SUB RECIPIENT certifies that it has established the following drug-free workplace policy: 1 . The unlawful 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 SUB RECIPIENT will be required to: a) Abide by the terms above in statement I. b) Notify appropriate officials of SUB RECIPIENT and CITY officials of any criminal drug statute conviction for a violation occurring in the workplace not later than five days after such conviction. 7 5/05 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 ofreceiving such notice, appropriate personnel action will be taken against such employee, up to and including termination. 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. II. CITY'S OBLIGATIONS A. Payment of Funds. Upon execution of this Agreement by SUBRECIPIENT, CITY shall pay to SUBRECIPIENT from CDBG funds, when, if and to the extent received from HUD, for CITY's 2006-07 CDBG program year amounts expended by SUBRECIPIENT in carrying out said program for fiscal year 2006-07 pursuant to this Agreement up to a maximum aggregate payment of Five Thousand Dollars ($ 5,000) 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 SUBRECIPIENT in CITY's annual audit of all CDSG FUNDS in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. C. Common Rule: Pursuant to CFR 85.40(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has 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 the SUBRECIPIENT against goals and performance standards required herein. Substandard 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 SUBRECIPIENT within a reasonable period of time after being notified by the CITY, contract suspension or termination procedures will be initiated. 8 5/05 1II. NONDISCRIMINATION SUB RECIPIENT 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-] 10, 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 SUBRECIPIENT. 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 as 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 SUB RECIPIENT shall provide with CDBG funds, in accordance with 24 CFR 570.2000): A. SUBREClPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of rcligion. B. SUB RECIPIENT shall not discriminate against any person applying for the services S UBRECIPIENT agrees to provide under the terms 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, conduct 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 repairs to such property which are directly related to the cost of rendering the services under said 9 5/05 program, where the cost constitutes in dollar terms only an incidental portion of the CDBG expenditure for rendering the services under said program. VI. PROHIBITION 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-law, father-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. VII. 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: Genevieve Southgate Kidseum Manager Bowers Museum 2002 N. Main Street Santa Ana, CA 92706 VIII. ASSIGNABILITY None of the duties of, or work to be performed by, SUB RECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUB RECIPIENT 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 SUBRECIPIENT pursuant to this Agreement. 10 5/05 IX. HOLD HARMLESS SUBRECIPIENT shall inderrmity, dcfcnd and save harmlcss CITY, its officers, cmp]oyees, agents, representatives and vo]untccrs from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, inderrmity 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 rcasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, dircctors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performancc ofthis 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 compcnsation 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 cmp]oyees, nor workers' compensation coveragc, 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 po]icics of commercial genera] liability insurancc, or equivalent form, with a eombincd single limit of not less than $1,000,000 per occurrencc. Such insurance shall: (1) name the City of Santa Ana, its officers, agents, rcpresentatives, emp]oyces and volunteers as additional insurcd's; (2) be primary with respect to insurance or sc]f-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 institutcd arising out of SUBRECIPIENT'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 covcrages requircd above; (b) provide that such insurance shall not be materially changed or terminated except on 30 days prior written noticc to the CITY; (c) maintain such insurance for the period covercd 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 Agreemcnt as well as any accounts rcceivab]e attributable to the usc ofCDBG funds. [24 CFR 570.503(b)(8).] 11 5/05 B. Any real property under SUBRECIPIENT's control that was acquired or improved in whole or in part with CDBG funds in exccss of $25,000.00 must either be: I. 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 uscd 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, thc 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 Agrecment 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: I. Items of equipment with a current per unit fair market value of less than $5,000.00 may be retained, sold or othcrwise disposed of with no further obligation to CITY. 2. Items of equipment with a current fair markct per unit value of $5,000.00 or morc 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 sharc of federal funds uscd to acquire the equipment, in accordance with 24 CFR 85.32(e)(2). D. SUBRECIPIENT hcrcby agrees, upon the demand of CITY, to execute, acknowlcdgc 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 activitics to be performed hercunder, to execute, acknowledge and deliver, to CITY assignment(s), quit claim deed(s) or such other and further instruments, documents and agreemcnts as may be necessary, in the sole and absolutc 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 entitlcd, 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 thc same subject mattcr or activities as this Agreement, together with any instnunents, loans, grants or advances by SUBRECIPIENT on behalf of CITY, in furtherance of the activities hereunder or thereof. SUBRECIPlENT's obligations and responsibilities set forth in this paragraph "XI. REVERSION OF ASSETS:' and in paragraph "XII. TERMINATION" and other rcquirements pcrtaining to program income shall not be affected by the termination of this Agreemcnt and shall survivc the date of termination of this Agrccment for such period of timc as CITY and/or HUD deems neccssary for thc responsibilities, duties and obligations to be performed and completed to the satisfaction of CITY and HUD. 12 5/05 XII. TERMINATION A. This Agrcement may be terminated on thirty (30) days' writtcn notice by either party. In the cvcnt of such termination, SUBRECIPIENT shall only be cntitled to reimbursemcnt for approved expenses incurred to the effective date of termination. B. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the usc of Community Development Block Grant Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenscs 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 Agrccment by written notice to SUB RECIPIENT, which dcfault 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, CITY shall bc relieved of further liability or responsibility under this Agrccmcnt, or as a result of the tcrmination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to thc mailing or service of thc notice of termination, and except for reimbursement of (1) any payments made for services not subsequently pcrformed in a timely and satisfactory manncr, and (2) costs incurred by CITY in obtaining substitute performancc. 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 SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work dcscribed 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 tcrminated as set forth in subparagraphs XII.A. through XII.E., inelusive, SUB RECIPIENT agrees to immediately return to CITY upon CITY's dcmand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with paragraph "XI. REVERSION OF ASSETS" ofthis Agreement. XIII. LIMIT A nON OF FUNDS The United Statcs of America, through HUD, may in the future place programmatic or fiscal limitations on thc use ofCDBG funds which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting HUD program funding. In thc event of funding reduction, CITY may, in its sole and absolute discretion, 13 5/05 reduce the budget of this Agreement as a whole or as to costs category, may limit the rate of SUBRECIPlENT's authority to commit and spend funds, or may restrict SUB RECIPIENT's use of both its uncommitted and its unspent funds. Where HUD has directed or requested CITY to implement a reduction in funding, in whole or as to a cost category, with respect to funding for this 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 funding occurs, SUBRECIPIENT shall be permitted 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 SUBRECIPIENT 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 SUBRECIPIENT 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 arc consistent with HUD 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 funds by SUBRECIPIENT and contains all the covenants 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 SUBRECIPlENT. XV. LAWS GOVERNING THIS AGREEMENT This Agreement shall 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 to each of the terms ofthis Agreement, and shall 14 5/05 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. 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 5/05 IN WITNESS WHEREOF, the parties hereto havc executed this Agreement as of the last date and year written below. ATTEST: ~r~ ~ -I-~ V',v / :;, \ . "'\ r "'" PATRICIA E. HEALY , ~ - Clcrk of the Council CITY OF SANTA ANA ~~iFJ C<;-DA VID N. REA '\ v City Manager APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney ,flt,'L- (~ By: LISA E. STORCK Assistant City Attorney SUBRECIPIENT: DATE: Nam~ Title: Chicf Financial Officer Tax ID: 33-0106161 16 City of Santa Ana Community Development Block Grant Scope of Work Name of Organization- Bowers Museum Name of Fundcd Program- Kidseum After School Learning Ccntcr Annual Accomplishment Goal I. Total numbcr of un duplicated clients (Santa Ana and Non-Santa Ana Residents) anticipated to be served by thc funded program, namcd above, during the 12-month contract period. 65PERSONS II. Number of only unduplicated Santa Ana rcsidents to be served by the funded program, named above, during the 12-month contract period. 60PERSONS Program and Funding Description III. Description of Work - In the spacc below, describe the program to be funded during the 12-month contract period. The children attending this after school program will have a unique opportunity to study and learn different mediums in the visual arts by being exposed to the resources at the Bowers Museum. Lesson plans will be inspired by the Cultural Traditions, History, and Art represented in the Mummies; Death and the Afterlife in Ancient Egypt, Art of Adornment: Tribal Beauty (spectacular treasures that focus on the tribal aesthetic of body adornment from indigenous people around the world), Missions and Ranchos, and California: The Golden Years (this exhibit highlights the museum's spectacular collection of California paintings). Children will also have an opportunity to participate in dance, piano lessons and creative writing. The children will have an occasional opportunity to experience the work of visiting artists whose expertise may be in visual arts, music, or dance. In addition, monthly, the children's parents will be offered work shops concerning life and parenting skills. IV. Activities funded by this grant - How will CDBG funds be used for the funded program? Narratively describe thc budget for the funded program illustrated in Exhibit B and B-1. The CDBG funds will be used to pay the wages of the instructors that will be working with the children on a daily basis. The instructors will teach art projects and assist the children with homework assignments. Exhibit A Page I of2 Schedule of Performance Estimate the number of only unduplicated Santa Ana residents to be served by the funded program during the 12-month contract period per quarter. (How many new Santa Ana clients will be served each quarter.) Quarter I: July I - September 30 Quarter 2: October! - December 31 Quarter 3: January I - March 31 Quarter 4: April I - June 30 30Persons 20Persons .!QPersons QPersons 60Total number of un duplicated Santa Ana residents to be served. (Must equal the number for II above.) Schedule of Invoicing Estimate the amount of grant funds to be requested during the 12-month contract period on a quarterly basis. Quarter I: July I - September 30 Quarter 2: October I - December 31 Quarter 3: January I - March 3 I Quarter 4: April I - June 30 $Q $Q $5,000 $Q $5,000Total Grant (Must equal the Total Program Budget indicated on Exhibit B.) Exhibit A Page 2 of2 CITY OF SANA ANA Community Development Block Grant Outcome Tracking IMPORTANT: The City of Santa Ana is in the process of incorporating the new HUD Performance Outcome Tracking guidelines, therefore this section is subject to change in order to be compliant with HUD regulations. If the situation should occur that the current tracking system is not sufficient to meet HUD regulations an amendment to this contract will be needed. Instructions: From the list of activities below select the activity that best describes the purpose of the program that will be funded in fiscal year 06-07 by these grant funds. Two activities have multiple outcomes, therefore if "Senior Services" or "Youth Services" is selected, please select the one outcome that best describes the purpose of the funded program. ONLY if none of the activities listed adequately describe the funded program, please select that last activity "Low- and Moderate Income Services". Fulfillment Tracking HUD Objective to be fulfilled HUD Outcome to be fulfilled illustrated by HUD Indicator Suitable Creating Specific Outcome Decent A\atlablhty/ Indicator # Activity/Program Outcome Tracking Goal Living Housing Economic Accesslbllrty Affordablllty Sustamablllty (Please see page 4 Environment PPorlunitie of4 fordesc.) nli-CrimeS~rvice, rack the reduclionin Reduce respon,e timeto re,ponserimeandrhe seriou, crimes in the Cily', number of criminal Low- and Moderare-lncome 0 apprehendedasare,ult areabyatleasr3rninUles re,uhingin lheapprehen,ion 2 of 1,500 criminals thar may X X otherwise escape '''S-yeargualrube achieved by FY09iHJ air Housing Service, Provide fair housing service , Provide fair housing and ongoing analy,is of ounseling,educaliunand impedirnentsrofairhou,ing nforcemenl,ervice,ro 0 7,000 Santa Ana household, X X 2 "'5-yeargoaltobe achieved by FY09irO 2. l\nnually assess actiOllS to eJiminateimpedimentslofai X X 2 housing omeles.<nessPrevenlion Tmckassi,tedindividuals SO%ofassisredindi,iduals ho retained their housing Or 'nd household,will retain utilities for ar leasr 6monrh, heir housing or utilities for 14 0 alier assistance was at least 6 months afler X X provided. a~istancei,provided Emergency Shelter rack individuals who 50%01 receioed support services individuah.'hollSchold.>rhal 12 or hal were linkcd toone or are provided wirh emergency 0 ore addilional support ,heherwilllran,iliunto X X 'rviceandiorappropriate interim housing (i.e.. 13 housing ransitionalhousing) ransilionalHou,ing Trackhomelcssindividuals 5'Yoofhomclessindividuals whopaniciparedin anicipalingin tran<ilionar 2 ran,ilionalhuu,ingprogram ousingprugmmwillhe X X 0 hat were placed in lacedinpermanemhousing. rmanenthousing. 'uppot1iveScrvic'es rackindi,'idual,who 50%ofindi,'idualsifamiJies rc"cived suppon ""rvices rccc,vmg,uppon<er>"ce, halwcrehnkedtoonenr will be linked 10 one or mnrc 2 0 moreaddirionalsuppon addilillnalslIpp"n,ervice X X serviccandiorapproprime an,t'orappropriatehou.<ing hou<ing Exhibit A-I Page 1 of 4 Fulfillment illustrated by Trackinl! HUn Objective to be fulfilled Hun Outcomes to be fulfilled HUn Indicator Suitable Creating Specific Outcome Decent Availability/ Indicator # Activity/Program Outcome Tracking Goal Living Housing Economic Accessibility Affordability Sustainabilit) (Please see page 4 Environment Opportunitie of4 fordesc.) eniorService, I,Trackrn;,i,led,enior 1.l!O%ofa"isledsenior cilizen, thaI remained cilizen,willremain D independemforallea'll indepemlenlforallea,tl X 2 yearaller ,ervice, were yearafter,ervice,are X provided provided 2. Track seniors receiving 2. 90% of seniors receiving referrab lhal were linked 10 referral, will be linked 10 the D the ,ervice, wughl servicessoughl. X X 2 p,,:,,ner-Occupied lNumberofownersas,i,led Physical safely and comforl ousingRebabilitalion to rehabihtale their primary ill be impwved for Low residence lorlhe following and Moderate income ,"comecalegones: houseliotdsby impro~ing D -Exlremely Low Income omes 10 a level lhal meels 9 -V.ryLowlncome orexceed,HUDhou,ing X X -Modemlelncome ualily,tandard, Special NeedsCalegories -Large Familie, rail Elderly Service, Tmckfrailelderly 0% of frail elderly individual, tbal were linked individuals will he linked 10 2 D o lhe ,ervices ,ought Ihe,ervice,sought X X isabledServices rack di,ables persons Supporl independem living who<eindependenltiving for 'Xl% ofdis-ahled persons 2 D wa.<,upportedhyCilyfund, assi,tedbyCilyfunds. X X ervices for Menially III Trackindividual,,,,,isled !(X)%ofindividuabassi,led wilh Cilyresource' thaI were ithCilyresourceswillbe D provided an entr)' point into rovidedanenlrypoimimo ther.gionalmelllalheallh heregionatmenlalheallh X X 2 caresySlemandlinkedloat 'aresyslemandlinkedloal leaSlOneaddilionalmenlat leaSlone addilional mental health supportive scrvice health supponive ser.ice. ervices for Subslance rack how many individuals Provideentryintoll1e ddicled witl1.,ub<lMceaddiclionin regional recoverysy'lem for ere providcd an enlry into 25 individuals with Iberegionalrecoverysy,lem 8ubstance addiclion and link D and linked 10 additional them 10 addilional services. 2 servIces X X '**5.yeargoaltobe achicvcdbyFYOWIO oUlhSer.iccs I. Track improvemenl in ] Foreducalion-based re-te,t.po,Heslscores rograms.lmprovepre-le,t 2 D osl-lest score, by 50% X X 2. Tracknumbcrllf 2. P'ovidcoPP<Jrlunilie, for ~ individuals c~p"sed 10 lhe exposure101hefinearls X X 2 tlnearls. .1. Trackchildrenij'outh .1. 'J(l%ofchildrel1'j'oulh D ,eekingreferralslhmwere ,eekingreferrat,willbe X X 2 l)inl~~1 ltllhe service, ,oughl linkcdll>lheservicessoughl llw-andModerale- ~~ackprogmmparticipaIl1S 90% of program panicipanl> ncomeServiccs f~",we"]'"]'d""""" Wlllhehnkedtoservlcc, 2 ",)Ught sought X X D Exhibit A-I Page 2 of 4 Description of Outcome Tracking System: Please describe your organization's outcome tracking system that will enable you to fulfill the outcome selected above. The After School Learning Center of the Bowers Kidseum will provide the children in our program with exposure to the arts through visits to the different galleries at the Bowers Museum. Activities such as: studio art projects and creative writing exercises will help the children understand the different exhibits and artifacts that they have experienced. Discussions of the different cultures and their art will help the children have a better understanding of people and their art fonns, as well as a better knowledge of world geography. Daily attendance records of each child, and for the individual projects and classes will be maintained. The activities will be reported in the quarterly narrative reports. Exhibit A-I Page 3 of 4 Specific Outcome Indicators 2) Public service activities Number of persons assisted: . with new access to a service . with improved access to a service . where activity was used to meet a quality standard or measurably improved quality, report the number that no longer only have access to substandard service 9) Owner occupied units rehabilitated or improved Total number of units: Number occupied by elderly Number of units brought from substandard to standard condition (HQS or local code) Number qualified as Energy Star Number of units brought into compliance with lead safe housing rule (24 CFR part 35) Number of units made accessible for persons with disabilities 12) Number of homeless persons given overnight shelter 13) Number of beds created in overnight shelter or other emergency housing 14) Homelessness Prevention . Number of households that received emergency financial assistance to prevent homelessncss · Number of households that received emergency legal assistance to prevent homelessness Exhibit A-I Page 4 of 4 Program Year 2006-2007 Final Budget Organization Name Bowers Museum Program Name Kidseum After School Learninq Center Expenditures Expenses Funded by Expenses Funded Total Program Total Organizational Cate 0 Santa Ana CDBG b Other Sources Bud et Bud et Administrative Staff Salaries & Benefits $ $ 16,597 $ 16,597 $ 66,378 Program Staff Salaries & Benefits Contractual/Professional Services: List below 1 dance/piano instructors $ 8,000 $ 8,000 $ 8,000 2 photography instructor $ 2,000 $ 2,000 $ 2,000 3 festival entertainment $ $ 3,300 Office Su lies $ 500 $ 500 $ 4,500 Rent $ $ Communications $ $ $ 3,000 Utilities $ 5,000 $ 5,000 $ 26,700 Insurance $ $ Other:List below 1 ArU program Supplies $ $ 4,500 $ 4,500 $ 21,200 2 after school snacks $ 2,500 $ 2,500 $ 2,500 3 family recitals/parenteduc. $ 7,864 $ 7,864 $ 7,864 25% kidseum overhead, 4 maitnance, etc. $ 4,399 $ 4,399 $ 17,596 5 equipment leases $ $ 7,200 Total $ 5,000 $ 64,050 $ 69,050 $ 247,376 LIST ALL OTHER PROGRAM FUNDS THAT HAVE BEEN SECURED FOR 06-07 (Total Funds for Program must equal Total Program Budget above) Source Amount Santa Ana CDBG $ 5,000 Nicholas Endowment $ 46,836 PacifiCare $ 5,120 Aller an $ 2,500 Tar et Cor $ 1,500 Individual contributors & General Fund $ 8,094 Total Funds for Program Exhibit B Page 1 of 1 $ 69,050 2006-2007 Funded Personnel Name of Organization: Name of Program Bowers Museum Kidseum After School Learning Center ADMINISTRATIVE STAFF Position Title Annual Annual Total CDBG Funds % of time Of this time % of Total Salary Benefits Compensation Requested for spent on percent of Compensation this position funded time serving Eligible nroo-ram Santa Ana Kidseum Director $ 49 000 $ 9800 $ 58 800 $ - 25% 25% 6% $ - 0% $ - 0% $ - 0% $ - 0% $ - 0% $ - 0% $ - 0% $ - 0% T atal Amount Requested $ - Must equal amount indicated on Exhbit B PROGRAM STAFF Position Title Annual Annual Total CDBG Funds % of time Of this time % ofTotaJ Salary Benefits Compensation Requested for spent on percent of Compensation this position funded time serving Eligible nroo-ram Santa Ana Instructor $ 5,760 $ 1 152 $ 6,912 $ 1,667 100% 100% 100% Instructor $ 5,760 $ 1,152 $ 6,912 $ 1,667 100% 100% 100% Instructor $ 5760 $ 1 152 $ 6912 $ 1667 100% 100% 100% $ - 0% $ 0% $ - 0% $ - 0% $ - 0% $ - 0% Total Amount Requested $ 5,000 Must equal amount indicated on Exhbit B CONTRACTUAL/PROFESSIONAL SERVICES Position Title Annual Annual Total CDBG Funds % of time Of this time % of Total Contract Benefits Compensation Requested for spent on percent of Compensation Amount this position funded time serving Eligible nrooram Santa Ana Not available at this time $ - $ - 100% 100% 100% $ - 0% $ - 0% $ - 0% $ - 0% $ - 0% $ 0% $ - 0% $ - 0% Total Amount Requested $ - Must equal amount indicated on Exhbit 8 ***Please note for personnel whose time is not directly traced to serving Santa Ana and instead a percentage is used please confirm the percentage is accurate prior to requesting reimbursement. Exhibit 8-1 Page I of I Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (I) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee ofa Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language ofthis certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrccipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U, S, Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than SIO,OOO and not more than S100,000 for each such failure. --m-s ~Wh-~S {i1~~ Grantee/Contactor Organization lfP CUGTV~ A-fG1 Program Title 11hH rJ CrV1 crJ Name of Certifying Officer ilifA1~ Signatu Date EXHIBIT C Page I of2 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. scction 2000 et seq.) and implementing regulation in 24 CFR Part I. 2. No person in the United States shall on thc ground ofrace, color, religion, national origin, or scx, bc excluded from participation in, or bc denied the benefits of, or be subjected to discrimination under any program or activity fundcd in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the pcrformance of construction work financcd in whole or in part with community development funds shall be paid wagcs at rates not less than those prevailing on similar construction in the locality as detcrmined in accordance with the Davis-Bacon Act, as amendcd, 40 U. S. C. Sections 276 a I -5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, rcasonable benefits, or a nominal fee for such services; and are not otherwise cmployed at any time in construction work. 4. SUBRECIPIENT will comply with all Fcderal statutes applicable to projects funded with community development funds, except that (a) SUB RECIPIENT does not assumc CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUB RECIPIENT does not assume CITY'S responsibility for initiating the review proccss undcr Executive Order 12372. EXHIBIT C Page 2 of2 'ACORD. CERTIFICATE OF LIABILITY INSURANCE OP 10 D DATE IMMIDDIYYYY) BOWER-1 10 05 06 THIS CERTIFICATE IS ISSUEO 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 Charles W. Bowers Museum Corp. Bowers Museum of CUltural Arlo 2002 North Main Street santa Ana CA 92706 COVERAGES INSURER A: INSURER B: INSURER C: INSURER 0: INSURER E: "lor.sol J'.l:A lDIUS'aac. CD NAlC# 20648 THE POUClES a: lNSUJW<<:E.lJSTED BELOW HAVE BEEN ISSUED TO THE IHSURED tw.I3)A8OVE FOR THE POliCY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDfTION OF ~V CONTRACT OR OTtER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. niE INSURANCEAFFORtED BY THE POUClES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONs AND CONDmONS OF SUCH POUCES. AGGREGATE UUITS SHOWN MAY HAVE BEEN REDUCED BY PAD ClAIMS. DATEIMMID~ ~ ~~ lYPE OF INSURANCE POLICY NUMBER UMITS ~NERAL LIABIJTY EACH OCCURRENCE $ 1000000 A X COMMERCW. GENERAL UA8I.1TV 71001400000 07/30/06 07/30/07 PREMlSE!i (&~) $ 1000000 I C1.AIMS IWlE [!] OCCUR MED EXP (Any 0l'NI person) $ 1000D PERSONAL & AOV lHJURy $ 1000000 f-- $2000000 GENERAl. AGGREGATE - $2000000 GEN'LAGGREGATE u,.,- APnl PER: PRODUCTS ~ COMPJOP AGG II POLICY n ~ lOC 'Eurp Ben. 1000000 ~OMOBD.E UABIUTY COMBINED SINGLe LlMrr 51,000,000 ANY AIJTO (Ea aa:idenl) A ex ALl OWNED AUTOS 71001400000 07/30/06 07/30/07 BOOK.. y IN.lJRv c=- $ SCHEDUl.ED Al1TOS tPerJ'ersan) A X HIRED AUTOS 71001400000 07/30/06 07/30/07 BODilY INJURY c=- $ A ~ NON-OWNED AUTOS 71001400000 07/30/06 07/30/07 lPerac:ddent} PROPERTY DAMAGE $ lPer acddent) ~""::== AUTO OM.. Y - EA ACCIDENT $ OTHER TIiAN EA ACe $ - AUlU ONLY: AGG $ EXCESSIUMBRElLA UABlUTY EACH OCCURRENCE $ 5,000, 000 A ~ OCCUR 0 CLAIMS tMOE 71001400000 07/30/06 07/30/07 AGGREGATE $ 5, 000, 000 $ 8 DEDUCTIBlE $ It RETENTlON .0 $ WORKERS COMPENSATION AND ITORY UMlTS I IV"" EMPLOYERS' UABanv ANY PROPRIETORIPARTNERlEXECUTIVE E.L EACH ACCIDENT $ OFACERlMEJ.taER EXClUDED? EL DISEASE - EA EMPLOYES S ~ -..... E.L DISEASE. POLICY LIMIT I s lAL PROVISIONS below OTHER A Property Section 71001400000 07/30/06 07/30/07 BPP 720,000 DESCJVTION OF OPERATIONSllOCATIONSlVEHlClES I EXCLUSIOHS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Crime Coverage Limi t:.s: $1,000,000 Employee Theft Ded. $5,000 Policy Term. 7/30/06 to 7/30/07 Dishonesty of Corporation's officers. agents and employees. See attached eDdors~ent City of Santa Ana is named as additional insured as respects operations of the named insured. *10 day notice of cancellation for non payment of premium CERTIFICATE HOLDER City of Santa Ana Community Development P.O. Box 1988 Santa Ana CA 92702 CANCELLATION SHOULD AAY OF THE ABOVE DESCRIBED POUctES BE CANCELLED IlEfORElHE EXPIRATION DATE THEREOF, THE ISSUING INSURER WIlL ENDEAVOR TO MAn. 30* DAYS WRITTEN NOTICE TO THE CERTI CATE HOLDER NAMED TO 11ft! LEFT, aUT FAIllMETD DO so SHALL OR UABIUTY OF ANY KJND UPON THE lNSURER.ITS AGENTS OR IF; @ACORDCORPORATION 1988 ACORD 25 (2oo1/D8) f J , . THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. @VANTAGE FOR GENERAL LIABILITY This endorsement modifies insurallCe provided under the follO'lo\lng: COMMERCIAL GENERAl UABIUTY COVERAGE FORM The following schedule Ilsts the coverage extensions provided by this endorsement Refer to the individual provi- sions to determine tha extent of your coverage. SCHEDULE OF COVERAGE EXTENSIONS 1. Additional Insured - Broad Form Vendors 8. Broadened Property Damage Rented Premises 2. Additional Insured - by Contract, Agreement or 9. Coverage Territory - Worldwide Permit relating to: 10. Duties In Event of Occurrence, Claim or Suit o Work performed by you 11. Expected or Intended Injury (PO) o Premises you own, rent, lea~e or occupy 12. Incidental Medical Malpractice o Equipment you lease 13. Medical Payments 3. Aggregate limit Per Location 14. Mobile Equipment Redefined 4. Blanket Waiver of SUbrogation 15. Newly Acquired or Formed Organizations 5. Bodily Injury Redeftned- Mental Anguish 16. Non-Owned Aircraft 6. Broadened Named Insured 17. Non-Owned Watercraft 7. Broadened Property Damage 18. Personal and Advertising Injury o Borrowed Equipment 19. Product Recall Expense o Customers' Goods 20. Supplementary Payments Increased Umits o Use of Elevators 1. ADDITIONAL INSURED - BROAD FORM VENDORS Section 11- Who Is An Insured Is amended to Include as an additional insured any person(s} or organlzetion(s} (referred to below as vendor) with whom you agreed in a written contract or agreement to provide insurance, but only with respect to "bodily injury" or "property damage" erising out of ''your products" which are dislnlluted or sold in the regular course of the vendor's business, subject to the following additional exclusions: a. This provision 1. does nol apply to: (1) "Bodily Injury" or "property damage' for which the vendor Is obligated to pay damages by reason of the assumption of Iiabllily in e contract or agreement Thls exclusion does not apply to Iiabillty for damages that the vendor would have In the absence of the contract or agreement; (2) Any express warranty unauthorized by you; (3) Any physical or chemical change in the product made intentionally by the vendor; (4) Repackaging, except whan 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; (5) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in tihe usual course of business, in connection with the dlslrfbution or sale of the products; (6) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection wltih the sale of the product; (7) Products which, after dlslrfbution or sale by you, have been labeled or relabeled or used as a container, parl or Ingredient of any otiher thing or substance by or for the vendor; or (8) "Bodily Injury" or "property damage" arising out of the sole negligence of the vendor for lis own acts or omissions or those of ils employees or anyone else acting on Its behalf. However, this exclusion does not apply to: (a) The exceptions contained In Subparagraphs 4. or 6.; or (b) Such inspections, adjustments, lests or servicing as the vendor has agreed to make or normally un- dertakes to make In the usual course of business, in connection with the dlslnllution or sale of the prod- ucts. vCG 295 02 05 - CDpyIigtud material 01 Insurance _ Olllce, Inc. CllpIIrighl2004,IIII11I1I1I1II11I1I1I11I1I1I1I1I1J11I11/1I1J111111 ~ ~ ~! @@@@@@@@@@@@@@@@@@@@@~~~s?r 'I! P,geld7" ,.~.. ' 2. Claims made or "sulls" brought; or 3. Persons or organizations making claims or bringing "suits". These Urnits Df Insurance are inclusive Df end nDt in addition tD the Limits of Insurance shown in the Decla- ratlDns. 3. AGGREGATE LIMIT PER LOCATION a. Under Section III - Limits of Insurance, the General Aggregate L1mft applies separately to each Df YDur "IDcations" owned by Dr rented Dr leased to YDU. , " . b. Under SectiDn V - DefinitiDns, the following definition Is added: "LDcation" means premises InvDIvIng tha same or cDnnectlng IDts, Dr premises whose connection Is In- terrupted only by a street, rDadway, waterway Dr right-of-way of a railroad. 4. BLANKET WAIVER OF SUBROGATION Section IV .. Transfer of Rights Df Recovery Against others to Us CondltlDn is amended tD add the fDIIDwing: We will waive any right Df recovery we may have against any person Dr Drganizatlon because of paymants we make fDr injury Dr damage arising out of YDur ongDing operations done under a written cDntract or agreement with that person Dr organization and Included In ''your work" or the "producfs..completed operations hazard". This waiver appUes Dnly to persons or organizatlDns wlth whom you have a writtan contract, executed prior to the "bodily Injury" Dr "properly damage", that requires you tD waive your rights of recovery. 5. BODILY RIIJURY REDEFINED - MENTAL ANGUISH Under Section V the definition of "bodily Injury" Is replaced by the follDwing: "Bodily injury" means bDdily injury, sfckness, or disease sustained by a person, Including mental enguish or death resulting from any of these at any time. 6. BROADENED NAMED INSURED Section II .. Who Is An Insured Is amended to include as an Insured the foilowlng: Any organization which Is a legally incorporated entity in which you own a financial Interest of more than 50 percent Df the voting stock on the effective date of this andorsement will be a Named Insured unlll the 180" day Dr the end Df the policy period, whichever comes first, provided there is no other similar insurance avellable to that organization. The Insurance afforded herein does nDt apply to any enllly which Is also an Insured under anDther policy Dr would be an insured under such policy but for its terminatlDn Dr the exhaustion of Its limits of Insurance. 7. BROADENED PROPERTY DAMAGE - BORROWED EQUIPMENT, CUSTOMERS' GOODS AND USE OF ELEVATORS The insurance for "properly damage" lIabDIty Is subjecl to the fDllowing: a. The Damage To Property exclusfon under Section I Coverage A is amended as follows: 1. The exclusion fDr personal prDperly In the care, custDdy or control of the Insured does nDt apply tD "properly damage" to equipment you bDrrow while at a job sfte and prDvided it Is not being used by anyone to perform operations at the time of IDss. 2. The exclusions fDr (a) Properly loaned tD YDU; (b) PersDnal prDperly In the care, custody Dr control of the insured; and (c) That particular parl Df any properly that must be restored , repaired or replaced because "your work" was incorrectly performed on It do not apply to 'properly damage" to "customers' goods" while on your premises nor do they apply to "properly damage" arisfng from the use of elevators at premises you own, renl. lease or occupy. Subject to the Each Occurrence Urnit, the most we will pay for 'properly damage" to 'Customers' GODds" is $25,000 per "occurrence". b. Under Section V - Definitions, the following definition Is added: 'Customers' GDods" means goods Df your customer Dn your premises fDr the purpose of being: 1. Repaired; or 2. Used in your manufacturing process. c. The insurance afforded by this provision is excess Dver any other valid and cDllectible properly insurance [,"cluding any deductible) evaReble to the insured whether such insurance is primary, excess, contingent or YeG 205 0205 1ncludes~_oIIIlSUIaIlCeServicesOfl"oce,1n:. . ~" ~3 of7 C0JYtrighI2l104, 11111111111111111111111111111111111111111111111111 ',\." '. ;/&)-0 13. b. The Insurance afforded by this provision is excess over any other vand and collectible insurance whether such insurance is primary, excess, contingent or on any other basis. Any payments by us WIll follow the Other Insurance - Excess Insurance provisions In the COMMERCiAl GENERAl UABIUTY CONDiTIONS. MEDICAL PAYMENTS -INCREASED UMITS AND TIME PERIOD a. In the Insuring Agreement under Coverage C Medical Payments, the requirement that expenses are In- curred and reported to us within one year of the date of the accident is changed to three years. b. The Madical Expense Urnlt Is $10,000 per parson or the amount shown In the DeclaraUons as the Medical . Expense Umft, whichever Is greater. c. This provision 13. doas not apply if Coverage C - Medical Payments is otherwise axcluded efther by the provisions of the Coverage Form or by endorsement MOBILE EQUIPMENT - SELF-PROPELLED SNOW REMOVAL, ROAD MAINTENANCE AND STREET CLEANING EQUIPMENT The following Is added to the "mobile equlpmenf' definition: Vehicles maintained primarily for purposes other than the transportation of persons or cargo that are self- propelled vehicles of less than 1,000 pounds gross vehicle weight with the following types of permanently ettached equipment will be considered "mobUe equipmenr: a. Snow removal; b. Road maintenance, but not construction or resurfacing; or c. Street cleaning. NEWLY FORMED OR ACQUIRED ORGANIZATIONS Under Section n - Who Is An Insured, the time period iimlleUon for newly acquired or formed organizations is replaced by: Coverage under this provision is afforded only until the end of the current policy period. 16. NON-OWNEDAlRCRAFT " 14. 15. a. The Aircraft, Auto Or Watercraft exclusion under Coverage A Bodily Injury And Property Damage Liability does not apply to an aircraft that is: 1. Hired, chartered or loaned wfth a paid crew; and 2. Not owned by any Insured. b. The insurance afforded by this provision 16. Is excess over any other valid and collectible insurance Oncluding any deductible or Self Insured Retention) available to the Insured, whether such insurance is pri- mary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Ex- cass Insurance provisions In the COMMERCIAL GENERAL L1ABIUTY CONDITIONS. 17. NON-OWNED WATERCRAFT a. Section n - Who Is An Insured is amended to Include as an Insured for any watercraft that Is coverad by this poncy, any person who, with your expressed or implied consent, efther usas or is rasponsible for the use of a watercrafL However, no person or organizaUon is an Insured with respect to: 1. "Bodily Injury" to a co- "employee" of the person operating the watercraft; or 2. "Property demege" to property owned by, rented to, In the charge of or occupied by you or the em- ployer of any person who Is an Insured under this provision. b. In tha exception to the Aircraft, Auto Or Watercraft exclusion under Coverage A Bodily Injury And Prop- erty Damage Liability, the limitation on the length of a watercraft is Increased to 51 feet c. The Insurance afforded by this provision 17. is excess over any other valid and collectible insurance (mcluding any deductible or Self Insured Retention) available to the Insured, whether such Insurance is pri- mary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Ex- cess Insurance provlslons In the COMMERCIAL GENERAL lIABILITY CONDiTIONS. 18. PERSONAL AND ADVERTISING INJURY The following Is added to the definlUon of "personal and advertising injury": Discrtmlnation because of race, color, creed, national origin, age, sex or physical dlsablllly, where insurance therefore Is not prohlbltad by law, but only if such discrimination is: VCG 205 02 05 , l c) 1~1';':'~I~I\=ti;'=I=il'lnc.~ 11;- .Pago5ol7 ::.y 'd, The following definitions are added to the Definitions Section: 1, "Covered recall" means a recall made necessary because the insured or a government body has deter- mined that a known or suspected defect, deficiency, inadequacy or dangerous condillon in "your product" has resulted in or will resuK In "bodily injury" or "property damage". 2. "Produel Recall Expense" means: (a) The following necessary and reasonable expenses you Incur exclusively for the purpose of recalling "your product": (1) For communications, including radio or telavislon announcaments or printed advertisements including stationery, envalopes and postage; (2) For shipping the recalled products from any purchaser, distributor or user to the place or pieces designated by you; (3) For remuneration paid to your regular "employees' for necessary overtime; (4) For hiring additional per.rons, other than your regular "employees"; (5) Incurred by 'employees', including transportation end eccommodetions; (6) To rent additional warehouse or storage spece; or (7) For dlsposel of "your products', but only to the extent that specific methods of destruction other than those employed for trash discarding or disposal are required to avoid "bodily Injury" or "property damage" as a result of such dlsposel, but "produel recell expenses" does not include costs of regaining your market share, goodwill, revenua or profit. (b) "Product Recall Expense" does not Include any expenses resuitlng from: (1) Failure of any product to accomplish Its Intended purposa; (2) Breach of warranties of fitness, quality, durabllily or performance; (3) Loss of customer approval, or any cost Incurred to regain customer approval; (4) Radistribullon or replacement of "your product" which has been recalled by like products or substi- tutes; (5) Caprice or whim of the insured; (6) A condillon likely 10 cause loss of which any Insured knew or had reason to know at the inception of this insurence; and (7) Recall of "your products" that have no known or suspected defeel solely because a knoWn or sus- pected defect In another of "your products" has been found SUPPLEMENTARY PAYMENTS -INCREASED UMITS In the SUPPLEMENTARY PAYMENTS - Coverages A and B provision: a. The IImll for the cost of bail bonds is amended to $2,500; and b. The limit for reasonable expenses Incurred by the "insured" is amended to $500 a day. " 20. ,~ .I." .J, L,;J I T(~- 1"0" 1)M _"~"" .;~~hl '0'" (', ','. '.. ,- '-._~_" .L,~:... "'.'i ':L'C...ij - /'.-,' '," ",",- ~~'.., ,. h Llty AtLor':.:ey VCG 20li 02 05 1ncI.- c;opyrIghled _ DlIns......,. Services 0IIice, Inc. CopyIIghl2l104, 11111111111111111111111111111111111111111111111111 Page7D17