information identifying such individual as an employee of City; and Contractor’s personnel shall not use any City e-mail address or City telephone number in the performance of any of the services under this Agreement. Contractor shall acquire and maintain, at its sole cost and expense, such vehicles, equipment, and supplies as Contractor’s personnel require to perform any of the services required by this Agreement. Contractor shall perform the services off of City premises at locations of Contractor’s choice, except as otherwise may from time to time be necessary in order for Contractor’s personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Contractor’s performance of the services under this Agreement, or as may be necessary to inspect or visit City locations and/or private property to perform the services.
City may make a computer available to Contractor from time to time for Contractor’s personnel to obtain information about or to check on the status of projects pertaining to the services under this Agreement.
B. No employee benefits shall be available to Contractor in connection with the performance of this Agreement. Except for the fees paid to Contractor as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing services hereunder.
C. Consultant shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s personnel practices. or to the extent arising from, caused by, or relating to the violation of any of the provisions of this Section
6. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 6. This duty of indemnification is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.
7. PERS Compliance and Indemnification.
A. General Requirements. The parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform the services under this Agreement, Consultant shall assure compliance with the Public Employees’ Retirement Law, commencing at Government Code Section 20000, the regulations of PERS, and the Public Employees’ Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations.
B. Indemnification. Consultant shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify, and hold harmless City, and its City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s violation of any provisions of this Section 7. This duty of indemnification is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.
8. Confidentiality. All data, documents, discussion, or other information (collectively “data”) developed or received by Contractor or provided for performance of this Agreement are deemed confidential. Contractor shall keep all data confidential and shall not disclose any data to any person or entity without City’s prior written consent. City shall grant such consent if disclosure is legally required. Contractor shall return all data to City upon the expiration or termination of this Agreement. Contractor’s covenant under this Section 7 shall survive the expiration or termination of this Agreement.
9. Conflicts of Interest. Contractor and its officers, employees, associates and subcontractors, if any, shall comply with all conflict of interest statutes of the State of California applicable to Contractor’s services under this Agreement, including the Political Reform Act (Gov.
Code, § 81000 et seq.) and Government Code Section 1090. During the term of this Agreement, Contractor may perform similar services for other clients, but Contractor and its officers, employees, associates and subcontractors shall not, without the City Representative’s prior written approval, perform work for another person or entity for whom Contractor is not currently performing work that would require Contractor or one of its officers, employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Contractor shall incorporate a clause substantially similar to this Section 8 into any subcontract that Contractor executes in connection with the performance of this Agreement.
10. Indemnification.
A. Indemnities for Third Party Claims.
1) To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole
negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Liability with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith. 2) Contractor shall pay all required taxes on amounts paid to Contractor under this Agreement, and indemnify and hold City harmless from any and all taxes, assessments, penalties and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Contractor shall fully comply with the workers’ compensation law regarding Contractor and Contractor’s employees. Contractor shall indemnify and hold City harmless from any failure of Contractor to comply with applicable workers’ compensation laws.
City may offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to City any reimbursement or indemnification arising under this Subparagraph A. 2). 3) Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 9 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor’s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties.
B. Workers’ Compensation Acts Not Limiting. Contractor’s indemnifications and obligations under this Section 9, or any other provision of this Agreement, shall not be limited by the provisions of any workers’ compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers.
C. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section 9 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability, tax, assessment, penalty or interest asserted against City.
D. Survival of Terms. Contractor’s indemnifications and obligations under this Section 9 shall survive the expiration or termination of this Agreement.
11. Insurance.
A. Minimum Scope and Limits of Insurance. Contractor shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1) Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Two Million Dollars ($2,000,000) per project or location.
If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.
2) Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Contractor does not use any owned, non-owned or hired vehicles in the performance of services under this Agreement, Contractor shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under Subparagraph A. 1) of this Section 10. 3) Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Contractor has no employees while performing services under this Agreement, workers’ compensation policy is not required, but Contractor shall provide an executed declaration that it has no employees.
B. Acceptability of Insurers. The insurance policies required under this Section 10 shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self-insurance shall not be considered to comply with the insurance requirements under this Section 10.
C. Additional Insured. The commercial general and automobile liability policies shall contain an endorsement naming the City, its officers, employees, agents and volunteers as additional insureds.
D. Primary and Non-Contributing. The insurance policies required under this Section 10 shall apply on a primary non-contributing basis in relation to any other insurance or selfinsurance available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Contractor’s insurance and shall not contribute with it.
E. Contractor’s Waiver of Subrogation. The insurance policies required under this Section 10 shall not prohibit Contractor and Contractor’s employees, agents or subcontractors from waiving the right of subrogation prior to a loss. Contractor hereby waives all rights of subrogation against City.
F. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be approved by City. At City’s option, Contractor shall either reduce or eliminate
the deductibles or self-insured retentions with respect to City, or Contractor shall procure a bond guaranteeing payment of losses and expenses.
G. Cancellations or Modifications to Coverage. Contractor shall not cancel, reduce or otherwise modify the insurance policies required by this Section 10 during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail thirty (30) calendar days’ prior written notice to City. If any insurance policy required under this Section 10 is canceled or reduced in coverage or limits, Contractor shall, within two (2) business days of notice from the insurer, phone, fax or notify City via certified mail, return receipt requested, of the cancellation of or changes to the policy.
H. City Remedy for Noncompliance. If Contractor does not maintain the policies of insurance required under this Section 10 in full force and effect during the term of this Agreement, or in the event any of Contractor’s policies do not comply with the requirements under this Section 10, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Contractor’s expense, the premium thereon. Contractor shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor.
I. Evidence of Insurance. Prior to the performance of services under this Agreement, Contractor shall furnish City’s Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section 10. The endorsements are subject to City’s approval. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on file with City’s Risk Manager. Contractor shall provide proof to City’s Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Contractor shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.
J. Indemnity Requirements not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor’s liability or as full performance of Contractor’s duty to indemnify City under Section 9 of this Agreement.
K. Subcontractor Insurance Requirements. Contractor shall require each of its subcontractors that perform services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section 10.
12. Mutual Cooperation.
A. City’s Cooperation. City shall provide Contractor with all pertinent data, documents and other requested information as is reasonably available for Contractor’s proper performance of the services required under this Agreement.
B. Contractor’s Cooperation. In the event any claim or action is brought against the City relating to Contractor’s performance or services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires.
13. Records and Inspections. Contractor shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of 3 years. Contractor shall, without charge, provide City with access to the records during normal business hours. City may examine and audit the records and make transcripts therefrom, and inspect all program data, documents, proceedings and activities.
14. Termination or Suspension of Agreement.
A. Right to Terminate or Suspend for Cause. If Contractor violates any of the provisions of this Agreement or fails to properly provide the services required by this Agreement to the satisfaction of the City, the City shall provide to the Contractor a written Notice to Cure the specific deficiencies and shall allow a reasonable cure period of sixty (60) calendar days (unless another cure period is otherwise agreed to in writing by both parties) to cure and correct these deficiencies to the City’s satisfaction. In the event Contractor fails to correct the deficiencies in the allotted cure period, the City shall have the right to terminate this Agreement with thirty (30) calendar days’ written notice to the Contractor. The effective date of the termination of the Agreement pursuant to this subsection A shall be the 31st day after the date of the written notice of termination.
B. Right to Terminate or Suspend due to Modernization. If the City chooses to modernize an elevator control system, this Agreement may be canceled with thirty (30) calendar days’ written notice.
C. Obligations upon Termination. Contractor shall cease all work under this Agreement on or before the effective date of termination specified in the notice of termination. In the event of City’s termination of this Agreement due to no fault or failure of performance by Contractor, City shall pay Contractor based on the percentage of work satisfactorily performed up to the effective date of termination. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of the services required by this Agreement.
15. Force Majeure. Contractor shall not be liable for any failure to perform its obligations under this Agreement if Contractor presents acceptable evidence, in City’s sole judgment, that such failure was due to strikes, lockouts, labor disputes, embargoes, acts of God, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental controls, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond Contractor’s reasonable control and not due to any act by Contractor.
16. Notices. Any notices, consents, requests, demands, bills, invoices, reports or other communications which either party may desire to give to the other party under this Agreement
must be in writing and conclusively deemed effective: (a) on personal delivery, (b) on confirmed delivery by reputable document delivery service or courier service during Contractor’s and City's regular business hours, or (c) five business days after deposit in the United States mail, by first class mail, postage prepaid, and addressed to the party to be notified as set forth below:
If to City: If to Contractor:
City of Covina - Department of Public Works Mario Cadenas Attn: Raphael Guillen Vice President of Transportation
Public Works Manager Parking Company of America, LLC
125 E. College Street 3165 Garfield Ave
Covina, California 91723 Los Angeles, CA 90040
17. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Contractor shall not discriminate against any employee, subcontractor or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law.
Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.
18. Prohibition of Assignment and Delegation. Contractor shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. City’s consent to an assignment of rights under this Agreement shall not release Contractor from any of its obligations or alter any of its primary obligations to be performed under this Agreement. Any attempted assignment or delegation in violation of this Section 17 shall be void and of no effect and shall entitle City to terminate this Agreement. As used in this Section 17, “assignment” and “delegation” means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs.
19. No Third-Party Beneficiaries Intended. Except as otherwise provided in Section 9, this Agreement is made solely for the benefit of the parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.
20. Waiver. No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the party making the waiver, (2) deemed to be a waiver of, or consent to, any other
breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states.
21. Exhibits. Exhibits A and B constitute a part of this Agreement and are incorporated into this Agreement by this reference. If any inconsistency exists or arises between a provision of this Agreement and a provision of any exhibit, the provisions of this Agreement shall control.
22. Entire Agreement. This Agreement and all exhibits referred to in this Agreement constitute the final, complete and exclusive statement of the terms of the agreement between the parties pertaining to the subject matter of this Agreement and supersede all other prior or contemporaneous oral or written understandings and agreements of the parties. No party has been induced to enter into this Agreement by, nor is any party relying on, any representation or warranty except those expressly set forth in this Agreement.
23. Amendment of Agreement. This Agreement may be amended only by a writing signed by both parties. The City Manager is authorized to sign an amendment to this Agreement on the City Council’s behalf and without the City Council’s prior approval to make the following nonsubstantive modifications to the Agreement: (a) name changes; (b) extensions of time; (c) nonmonetary changes in the scope of work; and (d) termination of the Agreement.
24. Headings. The headings in this Agreement are included solely for convenience of reference and shall not affect the interpretation of any provision of this Agreement or any of the rights or obligations of the parties to this Agreement.
25. Word Usage. Unless the context clearly requires otherwise, (a) the words “shall,” “will” and “agrees” are mandatory and “may” is permissive; (b) “or” is not exclusive; and (c) “includes” or “including” are not limiting.
26. Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a party of the benefits of any grace or use period allowed in this Agreement.
27. Governing Law and Choice of Forum. This Agreement, and any dispute arising from the relationship between the parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a municipal, superior or federal court with geographic jurisdiction over the City of Covina.
28. Attorneys’ Fees. In any litigation or other proceeding by which on party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be shall be awarded reasonable attorneys’ fees together with any costs and expenses, to resolve the dispute and to enforce the final judgment.
29. Severability. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, invalid or unenforceable for any reason, the validity of and enforceability of the remaining provisions of this Agreement shall not be affected and continue in full force and effect.
30. Authority to Execute Agreement. The person or persons executing this Agreement on behalf of Contractor warrants and represents that he or she has the authority to execute this Agreement on behalf of the Contractor and has the authority to bind Contractor to the performance of its obligations hereunder.
[SIGNATURE PAGE FOLLOWS]
The parties, through their duly authorized representatives, are signing this Agreement on the date stated in the introductory clause.
City:
City of Covina,
a California municipal corporation
By:
Name:
Title:
ATTEST:
By:
Name: Georgianna Nicole Alvarez
Title: Chief Deputy City Clerk
APPROVED AS TO FORM:
By:
Name: Candice K. Lee
Title: City Attorney
Contractor:
PCAM, LLC (dba Parking Company of
America) (PCA)
a Limited Liability Company
By:
Name:
Title:
By:
Name:
Title:
(Two signatures of corporate officers required
for corporations under Corporations Code
Section 313, unless corporate documents
authorize only one person to sign this
Agreement on behalf of the corporation.)
EXHIBIT A
APPROVED FEE SCHEDULE
EXHIBIT B
SCOPE OF SERVICES
CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 7
Meeting: CC Regular Meeting - Jun 21 2022
Title: Renewal of Subrecipient Agreements for Case Management and Nutrition Program Services with YWCA of San Gabriel Valley Effective July 1, 2022 Through June 30, 2023
Presented By: Lisa Evans, Director of Parks & Recreation and Library Services Recommendation: Approve the renewal of Subrecipient Agreements for Case Management and Nutrition Program Services with YWCA of San Gabriel Valley effective July 1, 2022 through June 30, 2023 and authorize City Manager to execute the Agreements.
EXECUTIVE SUMMARY:
The Parks & Recreation Department offers a wide range of programs and services for our local senior community.
These programs are aimed at improving seniors' well-being and enhancing their quality of life.
BACKGROUND:
As part of the Senior Services program, Case Management services and a daily Nutrition program are provided to our older adult population. The City has contracted with the YWCA of San Gabriel Valley for more than 20 years to administer both Case Management and the daily Nutrition program. The YWCA continues to provide quality services with qualified personnel. They work collaboratively with City staff to ensure the needs of our senior participants are met.
DISCUSSION:
During "normal" years, the daily Nutrition program provides a hot meal five days per week to approximately 75 seniors per day. During the past year, due to COVID, meals were provided to seniors on a drive-thru/pick-up basis every Thursday. The seniors received seven meals per week, as well as additional care packages on an occasional basis. The number of seniors served each week ranged from 80-110. At this time, the YWCA has not indicated an exact date as to when the Nutrition program will transition back to an in-person hot meal service, but staff expect it to happen within the next few months.
For the Case Management program, the YWCA's qualified social worker provides comprehensive assessments and care plan services to assist seniors in maintaining independent living. The program assists approximately 70 seniors annually with ongoing monitoring and modification of services as necessary.
Since the YWCA of San Gabriel Valley has performed all contracted services in an excellent manner, staff are recommending the renewal of the Subrecipient agreements.
FISCAL IMPACT:
The costs for both Case Management Services and Nutrition Program Services are funded by the Community Development Block Grant in the amount of $10,000 each. Funds are budgeted in accounts 21004800 53750 80046 and 21004800 53750 80045 respectively.
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
Not applicable.
ATTACHMENTS:
Attachment A - Subrecipient Agreement - CDBG Case Management Services 2022-23 Attachment B - Subrecipient Agreement - CDBG Nutrition Program Services 2022-23 Respectfully submitted,
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SUBRECIPIENT AGREEMENT
BETWEEN
CITY OF COVINA
AND
YWCA SAN GABRIEL VALLEY
CDBG SENIOR CASE MANAGEMENT PROGRAM,
CDBG 601194
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AMENDED AND RESTATED
AGREEMENT BETWEEN CITY OF COVINA
AND
YWCA SAN GABRIEL VALLEY
SENIOR CASE MANAGEMENT PROGRAM
CDBG PROJECT NO. 601194-22
THIS AGREEMENT, entered this July 1, 2022, by and between the City of Covina located at 125 E.
College Street, Covina, California (herein called the “Grantee”) and YWCA San Gabriel Valley, located at 101 South Barranca Avenue, Covina, California 91723 (herein called the “Sub-Recipient”).
WHEREAS, the Grantee has applied for funds from the United States Government under Title I of the Housing and Community Development Act of 1974, Public Law 93-383; and WHEREAS, the Grantee wishes to engage the Sub-Recipient to assist the Grantee in utilizing such funds; and
WHEREAS, Application for funds from the United States Government is subject to approval by the County of Los Angeles acting as administrator of the funding provided by HUD. If Grantee’s application should be denied by either HUD or the County of Los Angeles, or not approved by June 30, 2022, either Grantee or Sub-Recipient shall have the right to terminate this Agreement upon written notice to the other.
NOW, THEREFORE, it is agreed between the parties hereto that; I. SCOPE OF SERVICE
A. Activities
The Sub-Recipient will be responsible for administering a component of the CDBG Senior Case Management Programs, 601194-22, in a manner satisfactory to the Grantee and consistent with any standards required as a condition of providing these funds. No expenditures may be incurred until the Agreement has been fully executed. The Senior Case Management Program will include the following activities eligible under the CDBG Program:
• COMPREHENSIVE ASSESSMENT: Collecting necessary psychosocial and health information about a client in order to develop a care plan. • CARE PLANNING: Writing an individual plan of care and services under a Case Management system based on a comprehensive assessment of the client's condition and/or resources.
• SERVICE AUTHORIZATION AND/OR ARRANGEMENT: Obtaining services according to the individual care plan by coordinating existing community services, authorization for payment for services, or purchase of services. • CASE MONITORING: Determining the quality and effectiveness of services provided to a client according to an individualized care plan, maintaining periodic client contact to determine if changes have occurred, and taking appropriate action as necessary.
The Senior Case Management Program is further described in the Scope of Services attached hereto as Exhibit D and incorporated herein by this reference.
B. Program Delivery
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR CASE MANAGEMENT PROGRAM
CDBG PROJECT No. 601194-22
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This program provides case management services, as described in the Scope of Services. Services are provided to senior Covina residents, age 55 and over. Limit of funding is Ten Thousand Dollars ($10,000). CDBG funds will be used to pay a portion of the salary for a Case Management Specialist (an employee of YWCA San Gabriel Valley).
C. General Administration
The Sub-Recipient is authorized to implement the project identified upon the execution by the SubRecipient’s authorized signatory. Said implementation shall be in full accordance with the requirements, conditions, and assurances defined in the Agreement between the Grantee and the Sub-Recipient. In addition, the Sub-Recipient agrees to comply with all standard CDBG regulations.
D. Levels of Accomplishment
In addition to the normal administrative services required as part of this Agreement, the SubRecipient agrees to provide the following levels of program services:
Total Units for FY 22-23
45 unduplicated seniors
E. Staffing
Staffing is paid through the CDBG program.
F. Performance Monitoring
The Grantee will monitor the performance of the Sub-Recipient against goals and performance standards required herein. Substandard performance as determined by the Grantee will constitute non-compliance with this Agreement. If action to correct such substandard performance is not taken by the Sub-Recipient within a reasonable period of time after being notified by the Grantee, contract suspension or termination procedures will be initiated.
II. TIME OF PERFORMANCE
Services of the Sub-Recipient shall start on the 1st day of July, 2022, and end on the 30th day of June, 2023. The term of this Agreement and the provisions herein shall be extended to cover any additional time period during which the Sub-Recipient remains in control of CDBG funds or other assets including program income.
III. PAYMENT
It is expressly agreed and understood that the total amount to be paid by the Grantee under this Agreement shall not exceed Ten Thousand Dollars ($10,000). Draw-downs for the payment of eligible expenses shall be made against the budget specified in Section I.B herein and in accordance with performance. Expenses for general administration shall also be paid against the budget specified in Section I.B and in accordance with performance.
IV. NOTICES
Communication and details concerning this Agreement shall be directed to the following contract representatives:
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Grantee Sub-recipient
Alana Spector, Management Analyst Debra Ward, Executive Director City of Covina YWCA San Gabriel Valley
125 E. College Street 101 S. Barranca Avenue
Covina, CA 91723 Covina, CA 91724
626-384-5443 626-214-9442
[email protected]
V. SPECIAL CONDITIONS
The Sub-Recipient agrees to comply with the requirements of Title 24 Code of Federal Regulations, Part 570 of the U.S. Department of Housing and Urban Development regulations concerning Community Development Block Grant (CDBG) and all federal regulations and policies issued pursuant to these regulations, except that:
• Sub-Recipient does not assume the Grantee’s environmental responsibilities described at 24 CFR 570.604.
• Sub-Recipient does not assume the Grantee’s responsibility for initiating the review process under the provisions of 24 CFR Part 52.
The Sub-Recipient further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available.
VI. GENERAL CONDITIONS
A. General Compliance
The Sub-Recipient agrees to comply with all applicable federal, state and local laws and regulations governing the funds provided under this Agreement.
B. Independent Contractor
Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Sub-Recipient shall at all times remain an independent contractor with respect to the services to be performed under this Agreement. The Grantee shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers’ Compensation Insurance, as the SubRecipient is an Independent Contractor and is solely responsible for payment of all of the aforementioned insurance, compensation and employment provisions and taxes.
C. Indemnities for Third Party Claims
1. Duty to Defend, Hold Harmless and Indemnify
To the fullest extent permitted by law, Sub-Recipient shall, at its sole cost and expense, defend, hold harmless and indemnify City of Covina, the Los Angeles County Development Authority, and the County of Los Angeles and each of their elected and appointed officers, officials, representatives, attorneys, agents, employees, designated volunteers, successors, assigns and those Grantee agents serving as independent contractors in the role of Grantee officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
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or other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Sub-Recipient, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Sub-Recipient shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties. Sub-Recipient shall defend the Indemnitees in any action or actions filed in connection with any Liability with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Sub-Recipient shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
Sub-Recipient shall pay all required taxes on amounts paid to Sub-Recipient under this Agreement, and indemnify and hold Indemnitees harmless from any and all taxes, assessments, penalties and interest asserted against Grantee by reason of the independent contractor relationship created by this Agreement. Sub-Recipient shall fully comply with the workers’ compensation law regarding Sub-Recipient and Sub-Recipient’s employees. Sub-Recipient shall indemnify and hold Indemnitees harmless from any failure of Sub-Recipient to comply with applicable workers’ compensation laws. Grantee may offset against the amount of any fees due to SubRecipient under this Agreement any amount due to Grantee from Sub-Recipient as a result of Sub-Recipient’s failure to promptly pay to Grantee any reimbursement or indemnification arising under this Section VI.C.
Sub-Recipient shall obtain executed indemnity agreements with provisions identical to those in this Section VI.C from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Sub-Recipient in the performance of this Agreement. If Sub-Recipient fails to obtain such indemnity obligations, SubRecipient shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Sub-Recipient’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Sub-Recipient’s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties.
2. Workers’ Compensation Acts Not Limiting
Sub-Recipient’s indemnifications and obligations under this Section VI.C, or any other provision of this Agreement, shall not be limited by the provisions of any workers’ compensation act or similar act. Sub-Recipient expressly waives its statutory immunity under such statutes or laws as to Grantee, its officers, agents, employees and volunteers.
3. Insurance Requirements not Limiting
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Grantee does not, and shall not, waive any rights that it may possess against SubRecipient because of the acceptance by Grantee, or the deposit with Grantee, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section VI.C shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability, tax, assessment, penalty or interest asserted against Grantee.
4. Survival of Terms
Sub-Recipient’s indemnifications and obligations under this Section VI.C shall survive the expiration or termination of this Agreement.
D. Workers’ Compensation
The Sub-Recipient shall provide Workers’ Compensation Insurance coverage as required by the State of California with a minimum limit of One Million Dollars ($1,000,000) for all employees involved in the performance of this Agreement, as well as any and all work associated therewith.
E. Insurance
1. Minimum Scope and Limits of Insurance
Sub-Recipient shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
a. Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Two Million Dollars ($2,000,000) per project or location. If Sub-Recipient is a limited liability company, the commercial general liability coverage shall be amended so that Sub-Recipient and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds. b. Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Sub-Recipient does not use any owned, nonowned or hired vehicles in the performance of services under this Agreement, Sub-Recipient shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under sub-section VI.E.1.a.
c. Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Sub-Recipient has no employees while performing services under this Agreement, workers’ compensation policy is not required, but Sub-Recipient shall provide an executed declaration that it has no employees.
d. Professional Liability Insurance with minimum limits of Two Million Dollars ($2,000,000) per claim and in aggregate.
2. Acceptability of Insurers
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The insurance policies required under this Section VI.E shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self insurance shall not be considered to comply with the insurance requirements under this Section VI.E.
3. Additional Insured
The commercial general and automobile liability policies shall contain an endorsement naming the City of Covina, the Los Angeles County Development Authority and the County of Los Angeles and each of their elected and appointed officers, officials, representatives, attorneys, agents, employees, designated volunteers, successors, assigns and those Grantee agents serving as independent contractors in the role of Grantee officials as additional insureds.
4. Primary and Non-Contributing
The insurance policies required under this Section VI.E shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to Grantee. Any insurance or self-insurance maintained by Grantee, its officers, employees, agents or volunteers, shall be in excess of Sub-Recipient’s insurance and shall not contribute with it.
5. Sub-Recipient’s Waiver of Subrogation
The insurance policies required under this Section VI.E shall not prohibit SubRecipient and Sub-Recipient’s employees, agents or subcontractors from waiving the right of subrogation prior to a loss. Sub-Recipient hereby waives all rights of subrogation against Grantee.
6. Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be approved by Grantee. At Grantee’s option, Sub-Recipient shall either reduce or eliminate the deductibles or self-insured retentions with respect to Grantee, or Sub-Recipient shall procure a bond guaranteeing payment of losses and expenses.
7. Cancellations or Modifications to Coverage
Sub-Recipient shall not cancel, reduce or otherwise modify the insurance policies required by this Section VI.E during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail thirty (30) calendar days’ prior written notice to Grantee. If any insurance policy required under this Section VI.E is canceled or reduced in coverage or limits, Sub-Recipient shall, within two (2) business days of notice from the insurer, phone, fax or notify Grantee via certified mail, return receipt requested, of the cancellation of or changes to the policy.
8. Grantee Remedy for Noncompliance
If Sub-Recipient does not maintain the policies of insurance required under this Section VI.E in full force and effect during the term of this Agreement, or in the event any of Sub-Recipient’s policies do not comply with the requirements under this Section VI.E, Grantee may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, Grantee may, but has no duty to, take
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out the necessary insurance and pay, at Sub-Recipient’s expense, the premium thereon. Sub-Recipient shall promptly reimburse Grantee for any premium paid by Grantee or Grantee may withhold amounts sufficient to pay the premiums from payments due to Sub-Recipient.
9. Evidence of Insurance
Prior to the performance of services under this Agreement, Sub-Recipient shall furnish Grantee’s Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section VI.E. The endorsements are subject to Grantee’s approval. Sub-Recipient may provide complete, certified copies of all required insurance policies to Grantee.
Sub-Recipient shall maintain current endorsements on file with Grantee’s Risk Manager. Sub-Recipient shall provide proof to Grantee’s Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Sub-Recipient shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.
10. Indemnity Requirements not Limiting
Procurement of insurance by Sub-Recipient shall not be construed as a limitation of Sub-Recipient’s liability or as full performance of Sub-Recipient’s duty to indemnify the Grantee under Section VI.C of this Agreement.
11. Subcontractor Insurance Requirements
Sub-Recipient shall require each of its subcontractors that perform services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section VI.E.
12. Null and Void
This Agreement is null and void if the insurance policy is not current or providing coverage for the period of time or term of this Agreement.
F. Grantee Recognition
The Sub-Recipient shall recognize the role of Grantee in providing services through this Agreement.
All activities, facilities and items utilized pursuant to this Agreement shall be prominently labeled as to funding source. In addition, the Sub-Recipient shall include a reference to the financial support provided herein in all publications made possible with funds made available under this Agreement.
G. Amendments
This Agreement contains the parties’ entire agreement and understanding concerning the subject matter of this Agreement, and supersedes all prior negotiations, representations, and agreements concerning the subject matter hereof.
Grantee or Sub-Recipient may amend this Agreement at any time provided that such amendments make a specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of both organizations, and approved by the Grantee’s governing body.
Such amendments shall not invalidate this Agreement, or relieve or release Grantee or SubRecipient from its obligations under this Agreement.
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Grantee may, at its discretion, amend this Agreement to conform with federal, state or local governmental laws, statutes, enactments, guidelines, policies and available funding amounts, or for other reasons. If such amendments result in a change in the funding, the scope of services, or schedule of, the activities to be undertaken as part of this Agreement, such modifications shall be incorporated only by written amendment signed by both Grantee and Sub-Recipient.
H. Suspension or Termination
Either party may terminate this Agreement at any time by giving written notices to the other party of such termination and specifying the effective date thereof at least 90 days before the effective date of such termination. Partial terminations of the Scope of Service in Section I above may only be undertaken with the prior approval of Grantee. In the event of any termination for convenience, all finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other materials prepared by Sub-Recipient under this Agreement shall be turned over to Grantee, and following receipt thereof by Grantee, Sub-Recipient will be entitled to receive just and equitable compensation for any satisfactory work completed on such documents or materials prior to the termination.
Grantee may also suspend or terminate this Agreement, in whole or in part, if Sub-Recipient materially fails to comply with any terms of this Agreement, or with any of the rules, regulations or provisions referred to herein; and the Grantee may declare the Sub-Recipient ineligible for any further participation in Grantee’s contracts, in addition to other remedies provided by law. In the event there is probable cause to believe Sub-Recipient is in noncompliance with any applicable rules or regulations, the Grantee may withhold up to fifteen (15) percent of said contract funds until such time as the Sub-Recipient is found to be in compliance by the Grantee, or is otherwise adjudicated to be in compliance.
VII. ADMINISTRATIVE REQUIREMENTS
A. Financial Management
1. Accounting Standards
The Sub-Recipient agrees to comply with 2 CFR Part 200 and 24 CFR 570.502 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and shall maintain necessary source documentation for all costs incurred.
2. Cost Principles
The Sub-Recipient shall administer its program in conformance with 2 CFR Part 200 and 24 CFR 570.502 for all costs incurred whether charged on a direct or indirect basis.
B. Documentation and Record-Keeping
1. Records to be Maintained
The Sub-Recipient shall maintain all records required by the Federal regulations specified in 24 CFR Part 570, Section 570.506 and that are pertinent to the activities funded under this Agreement. Such records shall include but not be limited to:
a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program;
c. Records required to determine the eligibility of activities; d. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; e. Records documenting compliance with the fair housing and equal opportunity components of the CDBG program;
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f. Financial records as required by 24 CFR Part 570, Section 570.502, and 2 CFR Part 200; and
g. Other records necessary to document compliance with Subpart K of 24 CFR 570.
Where the project is qualified by income, the Sub-Recipient will be responsible for maintaining income documentation to ensure that at least 51 percent of program beneficiaries are of low- and moderate-income. Income documentation must be made available to auditors in a manner satisfactory to the recipient and consistent with any standards required as a condition of providing these funds.
When the project is qualified by age, the Sub-Recipient will be responsible for maintaining age documentation to ensure that at least 51 percent of program beneficiaries are qualified by age. Age documentation must be made available to auditors in a manner satisfactory to the recipient and consistent with any standards required as a condition of providing these funds.
2. Retention
The Sub-Recipient shall retain all records pertinent to expenditures incurred under this Agreement for a period of five (5) years after the termination of all activities funded under this Agreement, or after the resolution of all Federal audit findings, whichever occurs later.
Records for non-expendable property acquired with funds under this Agreement shall be retained for five (5) years after final disposition of such property. Records for any displaced person must be kept for five (5) years after he/she has received final payment.
3. Client Data
The Sub-Recipient shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and a description of services provided. Such information shall be made available to Grantee monitors or their designees for review upon request.
4. Disclosure
The Sub-Recipient understands that client information collected under this Agreement is private and the use or disclosure of such information, when not directly connected with the administration of the Grantee’s or Sub-Recipient’s responsibilities with respect to services provided under this Agreement, is prohibited unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent/guardian.
5. Property Records
The Sub-Recipient shall maintain real property inventory records which clearly identify properties purchased, improved or sold. Properties retained shall continue to meet eligibility criteria and shall conform with the “changes in use” restrictions specified in 24 CFR Part 570, Section 570.503(b)(7).
6. National Objectives
The Sub-Recipient agrees to maintain documentation that demonstrates that the activities carried out with funds provided under this Agreement meet one or more of the CDBG program’s national objectives: (1) benefit low-to-moderate-income persons; (2) aid in the prevention or elimination of slums or blight; or (3) meet community development needs having a particular urgency – as defined in 24 CFR Part 570, Section 570.208.
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7. Close-Outs
Sub-Recipient obligation to the Grantee shall not end until all close-out requirements are completed within 30 days after expiration of this Agreement. Activities during this close-out period shall include, but are not limited to: making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and receivable accounts to the Grantee, and determining the custodianship of records.
8. Audits & Inspections
All Sub-Recipient records with respect to any matters covered by this Agreement shall be made available to the Grantee, grantor agency, their designees or the Federal Government, at any time during normal business hours or as often as the Grantee or grantor agency deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data.
Any deficiencies noted in audit reports must be fully cleared by the Sub-Recipient within 30 days after receipt by the Sub-Recipient. Failure of the Sub-Recipient to comply with the above audit requirements will constitute a violation of this Agreement and may result in the withholding of future payments. The Sub-Recipient hereby agrees to have an annual agency audit conducted in accordance with current city policy concerning Sub-Recipient audits.
C. Reporting and Payment Procedures
1. Budgets
No more than the amount specified may be spent within the cost category without written approval of the Grantor.
2. Program Income
The Sub-Recipient shall report monthly all program income as defined at 24 CFR Part 570, Section 570.500(a) generated by activities carried out with CDBG funds made available under this Agreement. The Sub-Recipient may use such program income during the contract period for activities permitted under this Agreement and shall reduce requests for additional funds by the amount of any such program income balances on hand. All unused program income shall be returned to the Grantee at the end of the contract period. Any interest earned on cash advances from the U.S. Treasury is not program income and shall be remitted promptly to the Grantee.
3. Indirect Costs
If indirect costs are charged, the Sub-Recipient will develop an indirect cost allocation plan for determining the appropriate Grantee share of administrative costs and shall submit such plan to the Grantee for approval, prior to the execution of the Agreement.
4. Payment Procedures
The Grantee will pay to the Sub-Recipient funds available under this Agreement based upon information submitted by the Sub-Recipient and consistent with any approved budget and city policy concerning payments. With the exception of certain advances, payments will be made for eligible expenses actually incurred by the Sub-Recipient and not to exceed actual cash requirements. Payments will be adjusted by the Grantee in accordance with advance fund and program income balances available in Sub-Recipient accounts. In addition, the Grantee reserves the right to liquid funds available under this Agreement for costs incurred by the Grantee on behalf of the Sub-Recipient.
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D. Procurement
1. Compliance
The Sub-Recipient shall comply with current federal policy concerning the purchase of equipment and shall maintain an inventory of all non-expendable personal property as defined by such policy as may be procured with funds provided herein. Upon the termination or expiration of this Agreement, all program assets shall revert to the Grantee, unless the property will be used for an activity which meets a CDBG National Objective. Sub-Recipient shall transfer to the Grantee any CDBG funds on hand at the time of such termination or expiration and any accounts receivable attributable to the use of CDBG funds. Any real property under Sub-Recipient’s control that was acquired or improved, in whole or in part, with CDBG funds in excess of twenty-five thousand dollars ($25,000.00) shall either be:
• Used to meet one of the national objectives stated in 24 CFR 570.208 until five (5) years after termination or expiration of this Agreement, or for such longer period of time as determined to be appropriate by the Grantee; or • Disposed of in a manner that results in the Grantee being reimbursed in the amount of the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. This reimbursement shall constitute Program Income to the Grantee. Reimbursement to the Grantee shall not be required until five (5) years after termination or expiration of this Agreement, or for such longer period of time as determined to be appropriate by the Grantee.
2. OMB Standards
The Sub-Recipient shall procure, utilize, and dispose of property in accordance with the requirements of 2 CFR Part 200 and 24 CFR 570.502.
Pursuant to 2 CFR 200.331, the required subaward information is attached as Exhibit C.
3. Travel
The Sub-Recipient shall obtain written approval from the Grantee for any travel outside the metropolitan area with funds provided under this Agreement.
4. Relocation, Acquisition and Displacement
The Sub-Recipient agrees to comply with 24 CFR 570.606 relating to the acquisition and disposition of all real property utilizing grant funds, and to the displacement of persons, businesses, nonprofit organizations and farms occurring as a direct result of any acquisition of real property utilizing grant funds. The Sub-Recipient agrees to comply with applicable Grantee Ordinances, Resolutions, and Policies concerning displacement of individuals from their residences.
VIII PERSONNEL & PARTICIPANT CONDITIONS
A. Civil Rights
1. Compliance
The Sub-Recipient agrees to comply with all city and state civil rights ordinances and with Title VI of the Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, Section 109 of Title I of the Housing and Community Development Act of 1974,
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Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and with Executive Order 11246 as amended by Executive Orders 11375 and 12086.
2. Nondiscrimination
The Sub-Recipient will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status, or status with regard to public assistance. The Sub-Recipient will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following:
hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training including apprenticeship. The Sub-Recipient agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause.
3. Land Covenants
This Agreement is subject to the requirements of Title VI of the Civil Rights Act of 1964. In regard to the sale, lease, or other transfer of land acquired, cleared or improved with assistance provided under this Agreement, the Sub-Recipient shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land, or in any improvements erected or to be erected thereon, providing that the Grantee and the United States are beneficiaries of and entitled to enforce such covenants. The Sub-Recipient, in undertaking its obligation to carry out the program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate.
4. Section 504
The Sub-Recipient agrees to comply with any federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (929 U.S.C. 706), which prohibits discrimination against the handicapped in any federally assisted program. The Grantee shall provide the Sub-Recipient with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement.
B. Affirmative Action
1. Approved Plan
The Sub-Recipient agrees that it shall be committed to carry out pursuant to the Grantee’s specifications an Affirmative Action Program in keeping with the principles as provided in President’s Executive Order 11246 of September 24, 1965. The Grantee shall provide Affirmative Action guidelines to the Sub-Recipient to assist in the formulation of such program. The Sub-Recipient shall submit a plan for an Affirmative Action Program for approval prior to the award of funds.
2. W/MBE
The Sub-Recipient will use its best efforts to afford minority and women-owned business enterprises the maximum practicable opportunity to participate in the performance of this Agreement. As used in this Agreement, the term “minority and female business enterprise” means a business at least fifty-one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, “minority group members” are AfroAmericans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, AsianPage 15 of 53
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Americans, and American Indians. The Sub-Recipient may rely on written representations by Sub-Recipients regarding their status as minority and female business enterprises in lieu of an independent investigation.
3. Access to Records
The Sub-Recipient shall furnish and cause each of its sub-Sub-Recipients to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the Grantee, HUD or its agent, or other authorized federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein.
4. Notifications
The Sub-Recipient will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advancing the labor union or worker’s representative of the Sub-Recipient’s commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
5. EEO/AA Statement
The Sub-Recipient will, in all solicitations or advertisements for employees placed by or on behalf of the Sub-Recipient, state that it is an Equal Opportunity or Affirmative Action employer.
6. Subcontract Provisions
The Sub-Recipient will include the provisions of Section VIII.A, Civil Rights, and Section VIII.B, Affirmative Action, every subcontract or purchase order, specifically or by reference, so that such provisions will be binding upon each sub-Sub-Recipient or vendor.
C. Employment Restrictions
1. Prohibited Activity
The Sub-Recipient is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities; sectarian, or religious activities; lobbying, political patronage, and nepotism activities.
2. OSHA
Where employees are engaged in activities not covered under the Occupational Safety and Health Act of 1970, they shall not be required or permitted to work, be trained, or receive services in buildings or surroundings or under working conditions which are unsanitary, hazardous or dangerous to the participants’ health or safety.
3. Right to Know
Participants employed or trained for inherently dangerous occupations, e.g., fire or police jobs, shall be assigned to work in accordance with reasonable safety practices.
4. Labor Standards
The Sub-Recipient agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours, the Safety Standards Act, the Copeland “Anti-Kickback” Act (40 U.S.C. 276, 327-333) and all other applicable federal, state and local laws and regulations pertaining to labor standards
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insofar as those act apply to the performance of this Agreement. The Sub-Recipient shall maintain documentation which demonstrates compliance with hour and wages requirements of this part. Such documentation shall be made available to the Grantee for review upon request.
The Sub-Recipient agrees that, except with respect to the rehabilitation or construction of residential property designed for residential use for less than eight (8) households, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair of any building or work financed in whole or in part with assistance provided under this Agreement, shall comply with federal requirements adopted by the Grantee pertaining to such contracts, shall comply with federal requirements adopted by the Grantee pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 3, 1, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journeymen; provided, that if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the Sub-recipient of its obligation, if any, to require payment of the higher wage. The Sub-Recipient shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this Section VIII.C.4, for such contracts in excess of $10,000.00.
5. Local Employment
To the greatest extent possible, the Sub-Recipient shall employ lower income residents of the project area, in compliance with Section 3, Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701 et seq.
D. Conduct
1. Assignability
The Sub-Recipient shall not assign or transfer any interest in this Agreement without the prior written consent of the Grantee thereto; provided, however, that claims for money due or to become due to the Sub-Recipient from the Grantee under this Agreement may be assigned to a bank, trust company, or other financial institution without such approval.
Notice of any such assignment or transfer shall be furnished promptly to the Grantee.
2. Hatch Act
The Sub-Recipient agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V United States Code.
3. Conflict of Interest
The Sub-Recipient agrees to abide by the provisions of 24 CFR Part 570, Section 570.611 with respect to conflicts of interest and covenants that it presently has no financial interest and shall not acquire any financial interest, direct or indirect, which would conflict in any manner or degree with the performance of services required under this Agreement. The Sub-Recipient further covenants that in the performance of this Agreement, no person having such a financial interest shall be employed or retained by the Sub-Recipient hereunder. These conflict of interest provisions apply to any person who is an employee, agent consultant, officer, or elected official or appointed official of the Grantee, or of any designated public agencies or Sub-Recipients that are receiving funds under the CDBG Entitlement program.
4. Subcontracts
a. Approvals
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The Sub-Recipients shall not enter into any subcontracts with any agency or individual in the performance of this Agreement without the prior written consent of the Grantee prior to the execution of such agreement.
b. Monitoring
The Sub-Recipient will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance.
c. Content
The Sub-Recipient shall cause all of the provisions of this Agreement in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement.
d. Selection Process
The Sub-Recipient shall undertake to insure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis. Executed copies of all subcontracts shall be forwarded to the Grantee along with documentation concerning the selection process.
5. Copyright
If this Agreement results in any copyrightable material, the Grantee and/or grantor agency reserves the right to royalty-free, non-exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use, the work for government purposes.
6. Religious Organization
The Sub-Recipient agrees that funds provided under this Agreement will not be utilized for religious activities, to promote religious interests, or for the benefit of a religious organization in accordance with the federal regulations specified in 24 CFR Part 570, Section 570.200(j).
IX ENVIRONMENTAL CONDITIONS
A. Air and Water
The Sub-Recipient agrees to comply with the following regulations insofar as they apply to the performance of this Agreement:
• Clean Air Act, 42 U.S.C. 1857, et seq.
• Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251, et seq., as amended, relating to inspection, monitoring, entry, reports and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder.
• Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as amended.
• National Environmental Policy Act of 1969.
• HUD Environmental Review Procedures (24 CFR, Part 58). • California Environmental Quality Act of 1974.
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR CASE MANAGEMENT PROGRAM
CDBG PROJECT No. 601194-22
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B. Flood Disaster Protection
The Sub-Recipient agrees to comply with the requirements of the Flood Disaster Protection Act of 1973 in regard to the sale, lease or other transfer of land acquired, cleared or improved under the terms of this Agreement, as it may apply to the provisions of this Agreement.
C. Lead-Based Paint
The Sub-Recipient agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead-Based Paint Regulations at 24 CFR Part 570, Section 570.608, and 24 CFR Part 35, and in particular Sub-Part B thereof. Such Regulations pertain to all HUD-assisted housing and require that all owners, prospective owners, and tenants or properties constructed prior to 1978 be properly notified that such properties may include lead-based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead-based paint poisoning.
D. Historic Preservation
The Sub-Recipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 CFR, part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement.
In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, State, or local historic property list.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
CITY OF COVINA YWCA SAN GABRIEL VALLEY
By: By:
Chris Marcarello, City Manager Debra Ward, Executive Director
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR CASE MANAGEMENT PROGRAM
CDBG PROJECT No. 601194-22
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ATTACHMENTS
EXHIBIT A COUNTY LOBBYIST CERTIFICATION
EXHIBIT B PROCUREMENT REQUIREMENTS
EXHIBIT C SUBAWARD INFORMATION
EXHIBIT D SCOPE OF SERVICES
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR CASE MANAGEMENT PROGRAM
CDBG PROJECT No. 601194-22
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COMMUNITY DEVELOPMENT COMMISSION
COUNTY OF LOS ANGELES
_______
COUNTY LOBBYIST CODE CHAPTER 2.160
COUNTY ORDINANCE NO. 93-0031
CERTIFICATION
Name of Firm: YWCA San Gabriel Valley Date: July 1, 2022 Address: 943 North Grand Avenue
State: CA Zip Code: 91724 Phone No.: (626) 214-9442
Acting on behalf of the above named firm, as its Authorized Official, I make the following Certification to the County of Los Angeles and the Community Development Authority, County of Los Angeles.
1. It is understood that each person/entity/firm who applies for a Community Development Authority contract, and as part of that process, shall certify that they are familiar with the requirements of the Los Angeles County Code Chapter 2.160 (Los Angeles County Ordinance 93-0031); and
2. That all persons/entities/firms acting on behalf of the above named firm have and will comply with the County Code; and
3. That any person/entity/firm who seeks a contract with the Community Development Commission shall be disqualified therefrom and denied the contract, and shall be liable in civil action, if any lobbyist, lobbying firm, lobbyist employer or any other person or entity acting on behalf of the above named firm fails to comply with the provisions of the County Code. _______
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 prerequisite for making or entering into contract with the Los Angeles County and the Community Development Authority, County of Los Angeles.
Authorized Official:
Name: Debra Ward Title: CEO/Executive Director
Signature: Date:
EXHIBIT A
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FEDERAL AND CITY PROCUREMENT REQUIREMENTS
Procurement requirements are in accordance with 2 Code of Federal Regulations (CFR) Part 200. Of the Federal and City requirement, use the most restrictive.
1. Micro-Purchases: Acquisition of supplies or services (dollar amount not to exceed $3,000). This type of procurement is generally used for administrative, office supplies, where best price is the selection factor.
Obtain minimum of two bids.
2. Small Purchase Procurement (Informal or Market Basket): Acquisition of supplies, services or other property (dollar amount not to exceed $10,000), with a minimum of two price-quotations solicited. This type of procurement is generally used for program equipment, program services or materials, where best price is the selection factor.
3. Small Purchase Procurement (Informal): For purchase of goods or services in an amount between $10,000 and $25,000: Informal bid procedure required ̶minimum of 3 bids required.
4. Purchase over $25,000: RFP or sealed bid process, unless purchase is a professional service. If so, follow requirements of Covina Municipal Code 2.20.175
Small Purchase Procedures:
Are those informal procurement methods where you must secure at least two informal bids, oral or written.
Written is preferred.
• You must document the following information: Company name and address, name of person contacted, telephone number and minority status.
• A “no bid” is not considered a bid. You must continue the process until three fixed dollar bids are received.
• Use the Small/Informal Bid Form for documentation.
• Not allowed for soliciting construction services
Formal Bidding Procedures:
• Are competitive sealed bids, secured through formal advertising • All bids will be publicly opened and a fixed price contract will be awarded to the lowest responsive and responsible bidder.
Competitive Proposals
• A Request for Proposal (RFP) or Request for Qualifications (RFQ) shall always be advertised. • The RFP should contain: bid specifications, sample contract, terms and conditions, and mechanism for proposal most advantageous to the program, with price and other factors considered.
Contracting with Minority and Women Business Enterprise • Whenever possible, contact at least one MWBE firm for your small purchase process. • Require prime contractor to also comply with above.
Perform an EPLS check: For all procurements, an EPLS check must be performed. Log on to sam.gov and search records for the entity selected. If no records or no active debarment is present, then proceed. If debarment is active, Do Not Enter Into Contract with the entity. This is in addition to required licensure or credential verification, such as California State License Board (CSLB) check.
File all steps of procurement in Project File: Save the Scope of Work, Solicitation List, Price Quotations, and EPLS check in project file along with the executed service agreement or contract.
EXHIBIT B
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SMALL/INFORMAL BID FORM
Project Name: Project Number:
Three Quotes Required On The Following Item(s):
Item Description
Specifications:
Quantity: Size:
1. Company Name: Phone No:
Address: Contact:
MWBE Status:
Quote Unit Cost: Total:
2. Company Name: Phone No:
Address: Contact:
MWBE Status:
Quote Unit Cost: Total:
3. Company Name: Phone No:
Address: Contact:
MWBE Status:
Quote Unit Cost: Total:
Bids Obtained By: Date:
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EXHIBIT C
SUBAWARD INFORMATION
1 Subrecipient Name (which must match registered name in DUNS):
YWCA San Gabriel Valley
2 Subrecipient’s DUNS Number: 626495519
3 Federal Award Identification Number (FAIN): 70721
4 Federal Award Date (see §2 CFR 200.39): July 1, 2022
5 Subaward Period of Performance Start Date and End Date: July 1, 2022-June 30, 2023 6 Amount of Federal Funds Obligated by this Activity: $10,000 7 Total Amount of Federal Funds obligated to Subrecipient: $10,000 8 Total Amount of the Federal Award: FY 22-23 $295,465
9 Federal award project description, as required to be responsive to the Federal Funding Accountability and Transparency Act (FFATA):
Project No. 601194-22 Senior
Case Management Program
10 Name of Federal Awarding Agency: Department of Housing and Urban Development
11 Name of Pass-through Entity and Contact Information for Awarding Official:
Community Development
Authority, County of Los Angeles/
City of Covina, Alana Spector
626-384-5443
12 Catalog of Federal Domestic Assistance (CFDA) Number and Name:
14.218
13 Identification of whether the Award is Research &
Development:
N/A
14 Indirect Cost Rate for the Federal Award: N/A
EXHIBIT C
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EXHIBIT D
SCOPE OF SERVICES
YWCA of San Gabriel Valley (YWCA or Contractor) shall perform all services under this Agreement in a skillful and competent manner, consistent with standards generally recognized as being employed by professionals in the same discipline in the State of California. YWCA represents and maintains that it is skilled in the professional calling necessary to perform the services. YWCA warrants that all employees and sub-Contractors shall have sufficient skill and experience to perform the services assigned to them. Finally, YWCA represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the services and that such licenses and approvals shall be maintained throughout the term of this Agreement. YWCA shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the services, including all Cal/OSHA requirements, and shall give all notices required by law.
YWCA will provide a maximum of twenty (20) hours of case management services fifty-two (52) weeks per year at the City’s designated Senior Center.
A. Contractor will be responsible for the following:
1. The goal of the YWCA Case Management program is to enable functionally impaired older persons to obtain services which will promote and maintain their optimum level of functioning in the least restrictive setting possible.
2. The Case Management program consists of, but is not limited to, the following services:
a. COMPREHENSIVE ASSESSMENT: Collecting necessary psychosocial and health information about a client in order to develop a care plan. b. CARE PLANNING: Writing an individual plan of care and services under a Case Management system based on a comprehensive assessment of the client's condition and/or resources.
c. SERVICE AUTHORIZATION AND/OR ARRANGEMENT: Obtaining services according to the individual care plan by coordinating existing community services, authorization for payment for services, or purchase of services. d. CASE MONITORING: Determining the quality and effectiveness of services provided to a client according to an individualized care plan, maintaining periodic client contact to determine if changes have occurred, and taking appropriate action as necessary.
3. Case Management services will be performed by the YWCA Case Manager. This staff person will provide a maximum of twenty (20) hours of Case Management services per week. Case Manger will meet clients by appointment at the City’s designated Senior Center
EXHIBIT D
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or other agreed upon site, such as YWCA office or client’s home. Total weekly hours may be increased with mutual consent.
4. During the twenty (20) hours of Case Management service under this Agreement, when the Case Manager is not servicing clients at the City’s designated Senior Center, the Case Manager will be performing assessments and re-assessments, service coordination, and case monitoring for Covina seniors in their homes or in the YWCA offices located in the City of Covina.
5. The overall Case Management program will operate out of the YWCA of San Gabriel Valley administrative office at 101 South Barranca Avenue in Covina, CA 91723 from 8 a.m. to 5 p.m. weekdays with a telephone answering device available to take messages twenty-four (24) hours per day.
6. The Case Manager will have a Bachelor's level degree in Social Work (or equivalent in work experience and/or education). The Case Manager will be supervised by the Director of YWCA of San Gabriel Valley.
7. A comprehensive common assessment tool will be used to assess each client's social resources, activities of daily living, physical health, and economic resources.
8. Clients eligible for Case Management services will include the following:
a. Frail, elderly, at-risk either physically or emotionally. b. Older persons at risk of inappropriate institutionalization. c. Older persons with multiple problems.
d. Older persons in crisis.
e. Other older persons determined to be appropriate for Case Management services by the Case Manager and approved by the Director of YWCA.
9. Each client will be assessed individually to determine: (a) whether the client is in need of Case Management or would be better assisted by a different service, and (b) major problem areas and services required by the client.
10. The assessment will be based on the results of the common assessment tool mentioned above and the Case Manager's own judgement as documented in the case file narratives.
11. The Case Manager will develop a problem solving procedure as follows:
a. Formulate a care plan with the client's input and approval. b. Discuss the care plan with the CMSW (Case Management Social Worker) Contractor and/or Director of YWCA, involved staff, and significant others.
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c. Arrange for necessary services with appropriate agencies, informed support networks, family members and significant others.
12. Case monitoring will consist of either a home visit or a telephone call as appropriate. In all contact with each client, case documentation will include, at a minimum, the following:
a. Date of contact.
b. Type of contact (telephone or home visit).
c. What transpired during contact.
d. Name of staff person (signature or initial) making contact. e. City of Covina CDBG Intake/Screening form.
13. In all cases, AND WITHOUT EXCEPTION, all case records, logs, files, and notes will remain private and confidential, and the property of the San Gabriel Valley YWCA, and will not be released to any agency, organization, city, or individual without the written consent of the client and approval of the Director of YWCA, consistent with the laws and statutes of the State of California then in force.
14. The Case Manager will review each case as follows:
a. Review progress of the care plan regularly (monthly at minimum) with the client. b. Follow-up with each service provider as needed.
c. As changes in client's situation and/or problem arise, re-assess, revise and/or develop a plan of action with input from all parties involved to implement a new plan and conduct follow-up as needed.
d. A full reassessment will be conducted every three (3) months.
15. The Case Manager will close a case when any of the following apply:
a. Problems are resolved and the client is again able to function independently. b. The client passes away.
c. The client is institutionalized.
d. The client requests or chooses to discontinue services. e. Need to develop closing summary/administrative closure of cases, and/or upon recommendation of Director of YWCA.
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f. The client has not required any additional services following ninety (90) days without case activity.
16. The Case Manager will receive consultation services from and be supervised by the Senior Manager of Integrated Care who possesses the appropriate level of professional education and experience in gerontology and case management.
17. The Case Manager will maintain time logs to the nearest one-quarter (1/4) hour of all direct individual client Case Management services provided to Covina clients under the following four (4) categories whether in the client's home or at the City’s designated Senior Center.
a. Comprehensive assessment
b. Care planning
c. Service authorization and/or arrangement
d. Case monitoring
18. The Case Management time logs will be copied and provided to the CITY on a monthly basis.
B. City will be responsible for the following:
1. Private meeting space will be provided at the City’s designated Senior Center for the Case Manager on a day and time agreed to by the CITY and YWCA.
2. Phone usage – The City will make available a phone for the Case Manager when calls to clients, other agencies, or YWCA administrative office are necessary.
3. Promotion of this program will be coordinated between the Parks & Recreation Supervisor and Director of YWCA or designee.
4. Promotion will consist of:
a. Covina Today magazine
b. Social media
c. City’s website
5. CDBG Intake forms will be provided to YWCA Case Manager
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SUBRECIPIENT AGREEMENT
BETWEEN
CITY OF COVINA
AND
YWCA SAN GABRIEL VALLEY
CDBG SENIOR NUTRITION PROGRAM,
CDBG 601198
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AGREEMENT BETWEEN CITY OF COVINA
AND
YWCA SAN GABRIEL VALLEY
SENIOR NUTRITION PROGRAM
CDBG PROJECT NO. 601198
THIS AGREEMENT, entered this July 1, 2022, by and between the City of Covina located at 125 E.
College Street, Covina, California (herein called the “Grantee”) and YWCA San Gabriel Valley, located at 101 South Barranca Avenue, Covina, California 91723 (herein called the “Sub-Recipient”).
WHEREAS, the Grantee has applied for funds from the United States Government under Title I of the Housing and Community Development Act of 1974, Public Law 93-383; and WHEREAS, the Grantee wishes to engage the Sub-Recipient to assist the Grantee in utilizing such funds; and
WHEREAS, Application for funds from the United States Government is subject to approval by the County of Los Angeles acting as administrator of the funding provided by HUD. If Grantee’s application should be denied by either HUD or the County of Los Angeles, or not approved by June 30, 2022, either Grantee or Sub-Recipient shall have the right to terminate this Agreement upon written notice to the other.
NOW, THEREFORE, it is agreed between the parties hereto that; I. SCOPE OF SERVICE
A. Activities
The Sub-Recipient will be responsible for administering a component of the CDBG Senior Nutrition Programs, 601198-22, in a manner satisfactory to the Grantee and consistent with any standards required as a condition of providing these funds. No expenditures may be incurred until the Agreement has been fully executed. The Senior Nutrition Program will include a daily nutrition program for all registered participants Monday through Friday, fifty-two (52) weeks per year at the City’s designated Senior Center, as described in the Scope of Services attached hereto as Exhibit D and incorporated herein by this reference.
B. Program Delivery
This program provides daily (Monday through Friday) hot meals, 52 weeks per year, to the elderly, age 60 and older. Limit of funding is Ten Thousand Dollars, ($10,000). CDBG funds will be used to pay a portion of the salary for a Nutrition Site Manager (an employee of YWCA San Gabriel Valley).
C. General Administration
The Sub-Recipient is authorized to implement the project identified upon the execution by the SubRecipient’s authorized signatory. Said implementation shall be in full accordance with the requirements, conditions, and assurances defined in the Agreement between the Grantee and the Sub-Recipient. In addition, the Sub-Recipient agrees to comply with all standard CDBG regulations.
D. Levels of Accomplishment
In addition to the normal administrative services required as part of this Agreement, the SubRecipient agrees to provide the following levels of program services:
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR NUTRITION PROGRAM
CDBG PROJECT No. 601198-22
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Total Units for FY 22-23
90 unduplicated seniors/8,500 duplicated senior meals
E. Staffing
Staffing is paid through the CDBG program.
F. Performance Monitoring
The Grantee will monitor the performance of the Sub-Recipient against goals and performance standards required herein. Substandard performance as determined by the Grantee will constitute non-compliance with this Agreement. If action to correct such substandard performance is not taken by the Sub-Recipient within a reasonable period of time after being notified by the Grantee, contract suspension or termination procedures will be initiated.
II. TIME OF PERFORMANCE
Services of the Sub-Recipient shall start on the 1st day of July, 2022, and end on the 30th day of June, 2023. The term of this Agreement and the provisions herein shall be extended to cover any additional time period during which the Sub-Recipient remains in control of CDBG funds or other assets including program income.
III. PAYMENT
It is expressly agreed and understood that the total amount to be paid by the Grantee under this Agreement shall not exceed Ten Thousand Dollars ($10,000). Draw-downs for the payment of eligible expenses shall be made against the budget specified in Section I.B herein and in accordance with performance. Expenses for general administration shall also be paid against the budget specified in Section I.B and in accordance with performance.
IV. NOTICES
Communication and details concerning this Agreement shall be directed to the following contract representatives:
Grantee Sub-recipient
Alana Spector, Management Analyst Debra Ward, Executive Director City of Covina YWCA San Gabriel Valley
125 E. College Street 101 S. Barranca Avenue
Covina, CA 91723 Covina, CA 91724
626-384-5443 626-214-9442
[email protected]
V. SPECIAL CONDITIONS
The Sub-Recipient agrees to comply with the requirements of Title 24 Code of Federal Regulations, Part 570 of the U.S. Department of Housing and Urban Development regulations concerning Community Development Block Grant (CDBG) and all federal regulations and policies issued pursuant to these regulations, except that:
• Sub-Recipient does not assume the Grantee’s environmental responsibilities described at 24 CFR 570.604.
• Sub-Recipient does not assume the Grantee’s responsibility for initiating the review process under the provisions of 24 CFR Part 52.
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR NUTRITION PROGRAM
CDBG PROJECT No. 601198-22
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The Sub-Recipient further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available.
VI. GENERAL CONDITIONS
A. General Compliance
The Sub-Recipient agrees to comply with all applicable federal, state and local laws and regulations governing the funds provided under this Agreement.
B. Independent Contractor
Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Sub-Recipient shall at all times remain an independent contractor with respect to the services to be performed under this Agreement. The Grantee shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers’ Compensation Insurance, as the SubRecipient is an Independent Contractor and is solely responsible for payment of all of the aforementioned insurance, compensation and employment provisions and taxes.
C. Indemnities for Third Party Claims
1. Duty to Defend, Hold Harmless and Indemnify
To the fullest extent permitted by law, Sub-Recipient shall, at its sole cost and expense, defend, hold harmless and indemnify City of Covina, the Los Angeles County Development Authority, and the County of Los Angeles and each of their elected and appointed officers, officials, representatives, attorneys, agents, employees, designated volunteers, successors, assigns and those Grantee agents serving as independent contractors in the role of Grantee officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Sub-Recipient, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Sub-Recipient shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties. Sub-Recipient shall defend the Indemnitees in any action or actions filed in connection with any Liability with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Sub-Recipient shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
Sub-Recipient shall pay all required taxes on amounts paid to Sub-Recipient under this Agreement, and indemnify and hold Indemnitees harmless from any and all taxes, assessments, penalties and interest asserted against Grantee by reason of the independent contractor relationship created by this Agreement. Sub-Recipient shall fully comply with the workers’ compensation law regarding Sub-Recipient and
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR NUTRITION PROGRAM
CDBG PROJECT No. 601198-22
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Sub-Recipient’s employees. Sub-Recipient shall indemnify and hold Indemnitees harmless from any failure of Sub-Recipient to comply with applicable workers’ compensation laws. Grantee may offset against the amount of any fees due to SubRecipient under this Agreement any amount due to Grantee from Sub-Recipient as a result of Sub-Recipient’s failure to promptly pay to Grantee any reimbursement or indemnification arising under this Section VI.C.
Sub-Recipient shall obtain executed indemnity agreements with provisions identical to those in this Section VI.C from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Sub-Recipient in the performance of this Agreement. If Sub-Recipient fails to obtain such indemnity obligations, SubRecipient shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Sub-Recipient’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Sub-Recipient’s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties.
2. Workers’ Compensation Acts Not Limiting
Sub-Recipient’s indemnifications and obligations under this Section VI.C, or any other provision of this Agreement, shall not be limited by the provisions of any workers’ compensation act or similar act. Sub-Recipient expressly waives its statutory immunity under such statutes or laws as to Grantee, its officers, agents, employees and volunteers.
3. Insurance Requirements not Limiting
Grantee does not, and shall not, waive any rights that it may possess against SubRecipient because of the acceptance by Grantee, or the deposit with Grantee, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section VI.C shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability, tax, assessment, penalty or interest asserted against Grantee.
4. Survival of Terms
Sub-Recipient’s indemnifications and obligations under this Section VI.C shall survive the expiration or termination of this Agreement.
D. Workers’ Compensation
The Sub-Recipient shall provide Workers’ Compensation Insurance coverage as required by the State of California with a minimum limit of One Million Dollars ($1,000,000) for all employees involved in the performance of this Agreement, as well as any and all work associated therewith.
E. Insurance
1. Minimum Scope and Limits of Insurance
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR NUTRITION PROGRAM
CDBG PROJECT No. 601198-22
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Sub-Recipient shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
a. Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Two Million Dollars ($2,000,000) per project or location. If Sub-Recipient is a limited liability company, the commercial general liability coverage shall be amended so that Sub-Recipient and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds. b. Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Sub-Recipient does not use any owned, nonowned or hired vehicles in the performance of services under this Agreement, Sub-Recipient shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under sub-section VI.E.1.a.
c. Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Sub-Recipient has no employees while performing services under this Agreement, workers’ compensation policy is not required, but Sub-Recipient shall provide an executed declaration that it has no employees.
d. Professional Liability Insurance with minimum limits of Two Million Dollars ($2,000,000) per claim and in aggregate.
2. Acceptability of Insurers
The insurance policies required under this Section VI.E shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self insurance shall not be considered to comply with the insurance requirements under this Section VI.E.
3. Additional Insured
The commercial general and automobile liability policies shall contain an endorsement naming the City of Covina, the Los Angeles County Development Authority and the County of Los Angeles and each of their elected and appointed officers, officials, representatives, attorneys, agents, employees, designated volunteers, successors, assigns and those Grantee agents serving as independent contractors in the role of Grantee officials as additional insureds.
4. Primary and Non-Contributing
The insurance policies required under this Section VI.E shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to Grantee. Any insurance or self-insurance maintained by Grantee, its officers, employees, agents or volunteers, shall be in excess of Sub-Recipient’s insurance and shall not contribute with it.
5. Sub-Recipient’s Waiver of Subrogation
AGREEMENT BETWEEN CITY OF COVINA AND YWCA SAN GABRIEL VALLEY
SENIOR NUTRITION PROGRAM
CDBG PROJECT No. 601198-22
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The insurance policies required under this Section VI.E shall not prohibit SubRecipient and Sub-Recipient’s employees, agents or subcontractors from waiving the right of subrogation prior to a loss. Sub-Recipient hereby waives all rights of subrogation against Grantee.
6. Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be approved by Grantee. At Grantee’s option, Sub-Recipient shall either reduce or eliminate the deductibles or self-insured retentions with respect to Grantee, or Sub-Recipient shall procure a bond guaranteeing payment of losses and expenses.
7. Cancellations or Modifications to Coverage
Sub-Recipient shall not cancel, reduce or otherwise modify the insurance policies required by this Section VI.E during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail thirty (30) calendar days’ prior written notice to Grantee. If any insurance policy required under this Section VI.E is canceled or reduced in coverage or limits, Sub-Recipient shall, within two (2) business days of notice from the insurer, phone, fax or notify Grantee via certified mail, return receipt requested, of the cancellation of or changes to the policy.
8. Grantee Remedy for Noncompliance
If Sub-Recipient does not maintain the policies of insurance required under this Section VI.E in full force and effect during the term of this Agreement, or in the event any of Sub-Recipient’s policies do not comply with the requirements under this Section VI.E, Grantee may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, Grantee may, but has no duty to, take out the necessary insurance and pay, at Sub-Recipient’s expense, the premium thereon. Sub-Recipient shall promptly reimburse Grantee for any premium paid by Grantee or Grantee may withhold amounts sufficient to pay the premiums from payments due to Sub-Recipient.
9. Evidence of Insurance
Prior to the performance of services under this Agreement, Sub-Recipient shall furnish Grantee’s Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section VI.E. The endorsements are subject to Grantee’s approval. Sub-Recipient may provide complete, certified copies of all required insurance policies to Grantee.
Sub-Recipient shall maintain current endorsements on file with Grantee’s Risk Manager. Sub-Recipient shall provide proof to Grantee’s Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Sub-Recipient shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.
10. Indemnity Requirements not Limiting
Procurement of insurance by Sub-Recipient shall not be construed as a limitation of Sub-Recipient’s liability or as full performance of Sub-Recipient’s duty to indemnify the Grantee under Section VI.C of this Agreement.
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11. Subcontractor Insurance Requirements
Sub-Recipient shall require each of its subcontractors that perform services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section VI.E.
12. Null and Void
This Agreement is null and void if the insurance policy is not current or providing coverage for the period of time or term of this Agreement.
F. Grantee Recognition
The Sub-Recipient shall recognize the role of Grantee in providing services through this Agreement.
All activities, facilities and items utilized pursuant to this Agreement shall be prominently labeled as to funding source. In addition, the Sub-Recipient shall include a reference to the financial support provided herein in all publications made possible with funds made available under this Agreement.
G. Amendments
This Agreement contains the parties’ entire agreement and understanding concerning the subject matter of this Agreement, and supersedes all prior negotiations, representations, and agreements concerning the subject matter hereof.
Grantee or Sub-Recipient may amend this Agreement at any time provided that such amendments make a specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of both organizations, and approved by the Grantee’s governing body.
Such amendments shall not invalidate this Agreement, or relieve or release Grantee or SubRecipient from its obligations under this Agreement.
Grantee may, at its discretion, amend this Agreement to conform with federal, state or local governmental laws, statutes, enactments, guidelines, policies and available funding amounts, or for other reasons. If such amendments result in a change in the funding, the scope of services, or schedule of, the activities to be undertaken as part of this Agreement, such modifications shall be incorporated only by written amendment signed by both Grantee and Sub-Recipient.
H. Suspension or Termination
Either party may terminate this Agreement at any time by giving written notices to the other party of such termination and specifying the effective date thereof at least 90 days before the effective date of such termination. Partial terminations of the Scope of Service in Section I above may only be undertaken with the prior approval of Grantee. In the event of any termination for convenience, all finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other materials prepared by Sub-Recipient under this Agreement shall be turned over to Grantee, and following receipt thereof by Grantee, Sub-Recipient will be entitled to receive just and equitable compensation for any satisfactory work completed on such documents or materials prior to the termination.
Grantee may also suspend or terminate this Agreement, in whole or in part, if Sub-Recipient materially fails to comply with any terms of this Agreement, or with any of the rules, regulations or provisions referred to herein; and the Grantee may declare the Sub-Recipient ineligible for any further participation in Grantee’s contracts, in addition to other remedies provided by law. In the event there is probable cause to believe Sub-Recipient is in noncompliance with any applicable rules or regulations, the Grantee may withhold up to fifteen (15) percent of said contract funds until such time as the Sub-Recipient is found to be in compliance by the Grantee, or is otherwise adjudicated to be in compliance.
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VII. ADMINISTRATIVE REQUIREMENTS
A. Financial Management
1. Accounting Standards
The Sub-Recipient agrees to comply with 2 CFR Part 200 and 24 CFR 570.502 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and shall maintain necessary source documentation for all costs incurred.
2. Cost Principles
The Sub-Recipient shall administer its program in conformance with 2 CFR Part 200 and 24 CFR 570.502 for all costs incurred whether charged on a direct or indirect basis.
B. Documentation and Record-Keeping
1. Records to be Maintained
The Sub-Recipient shall maintain all records required by the Federal regulations specified in 24 CFR Part 570, Section 570.506 and that are pertinent to the activities funded under this Agreement. Such records shall include but not be limited to:
a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program;
c. Records required to determine the eligibility of activities; d. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; e. Records documenting compliance with the fair housing and equal opportunity components of the CDBG program;
f. Financial records as required by 24 CFR Part 570, Section 570.502, and 2 CFR Part 200; and
g. Other records necessary to document compliance with Subpart K of 24 CFR 570.
Where the project is qualified by income, the Sub-Recipient will be responsible for maintaining income documentation to ensure that at least 51 percent of program beneficiaries are of low- and moderate-income. Income documentation must be made available to auditors in a manner satisfactory to the recipient and consistent with any standards required as a condition of providing these funds.
When the project is qualified by age, the Sub-Recipient will be responsible for maintaining age documentation to ensure that at least 51 percent of program beneficiaries are qualified by age. Age documentation must be made available to auditors in a manner satisfactory to the recipient and consistent with any standards required as a condition of providing these funds.
2. Retention
The Sub-Recipient shall retain all records pertinent to expenditures incurred under this Agreement for a period of five (5) years after the termination of all activities funded under this Agreement, or after the resolution of all Federal audit findings, whichever occurs later.
Records for non-expendable property acquired with funds under this Agreement shall be retained for five (5) years after final disposition of such property. Records for any displaced person must be kept for five (5) years after he/she has received final payment.
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3. Client Data
The Sub-Recipient shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and a description of services provided. Such information shall be made available to Grantee monitors or their designees for review upon request.
4. Disclosure
The Sub-Recipient understands that client information collected under this Agreement is private and the use or disclosure of such information, when not directly connected with the administration of the Grantee’s or Sub-Recipient’s responsibilities with respect to services provided under this Agreement, is prohibited unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent/guardian.
5. Property Records
The Sub-Recipient shall maintain real property inventory records which clearly identify properties purchased, improved or sold. Properties retained shall continue to meet eligibility criteria and shall conform with the “changes in use” restrictions specified in 24 CFR Part 570, Section 570.503(b)(7).
6. National Objectives
The Sub-Recipient agrees to maintain documentation that demonstrates that the activities carried out with funds provided under this Agreement meet one or more of the CDBG program’s national objectives: (1) benefit low-to-moderate-income persons; (2) aid in the prevention or elimination of slums or blight; or (3) meet community development needs having a particular urgency – as defined in 24 CFR Part 570, Section 570.208.
7. Close-Outs
Sub-Recipient obligation to the Grantee shall not end until all close-out requirements are completed within 30 days after expiration of this Agreement. Activities during this close-out period shall include, but are not limited to: making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and receivable accounts to the Grantee, and determining the custodianship of records.
8. Audits & Inspections
All Sub-Recipient records with respect to any matters covered by this Agreement shall be made available to the Grantee, grantor agency, their designees or the Federal Government, at any time during normal business hours or as often as the Grantee or grantor agency deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data.
Any deficiencies noted in audit reports must be fully cleared by the Sub-Recipient within 30 days after receipt by the Sub-Recipient. Failure of the Sub-Recipient to comply with the above audit requirements will constitute a violation of this Agreement and may result in the withholding of future payments. The Sub-Recipient hereby agrees to have an annual agency audit conducted in accordance with current city policy concerning Sub-Recipient audits.
C. Reporting and Payment Procedures
1. Budgets
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No more than the amount specified may be spent within the cost category without written approval of the Grantor.
2. Program Income
The Sub-Recipient shall report monthly all program income as defined at 24 CFR Part 570, Section 570.500(a) generated by activities carried out with CDBG funds made available under this Agreement. The Sub-Recipient may use such program income during the contract period for activities permitted under this Agreement and shall reduce requests for additional funds by the amount of any such program income balances on hand. All unused program income shall be returned to the Grantee at the end of the contract period. Any interest earned on cash advances from the U.S. Treasury is not program income and shall be remitted promptly to the Grantee.
3. Indirect Costs
If indirect costs are charged, the Sub-Recipient will develop an indirect cost allocation plan for determining the appropriate Grantee share of administrative costs and shall submit such plan to the Grantee for approval, prior to the execution of the Agreement.
4. Payment Procedures
The Grantee will pay to the Sub-Recipient funds available under this Agreement based upon information submitted by the Sub-Recipient and consistent with any approved budget and city policy concerning payments. With the exception of certain advances, payments will be made for eligible expenses actually incurred by the Sub-Recipient and not to exceed actual cash requirements. Payments will be adjusted by the Grantee in accordance with advance fund and program income balances available in Sub-Recipient accounts. In addition, the Grantee reserves the right to liquid funds available under this Agreement for costs incurred by the Grantee on behalf of the Sub-Recipient.
D. Procurement
1. Compliance
The Sub-Recipient shall comply with current federal policy concerning the purchase of equipment and shall maintain an inventory of all non-expendable personal property as defined by such policy as may be procured with funds provided herein. Upon the termination or expiration of this Agreement, all program assets shall revert to the Grantee, unless the property will be used for an activity which meets a CDBG National Objective. Sub-Recipient shall transfer to the Grantee any CDBG funds on hand at the time of such termination or expiration and any accounts receivable attributable to the use of CDBG funds. Any real property under Sub-Recipient’s control that was acquired or improved, in whole or in part, with CDBG funds in excess of twenty-five thousand dollars ($25,000.00) shall either be:
• Used to meet one of the national objectives stated in 24 CFR 570.208 until five (5) years after termination or expiration of this Agreement, or for such longer period of time as determined to be appropriate by the Grantee; or • Disposed of in a manner that results in the Grantee being reimbursed in the amount of the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. This reimbursement shall constitute Program Income to the Grantee. Reimbursement to the Grantee shall not be required until five (5) years after termination or expiration of this Agreement, or for such longer period of time as determined to be appropriate by the Grantee.
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2. OMB Standards
The Sub-Recipient shall procure, utilize, and dispose of property in accordance with the requirements of 2 CFR Part 200 and 24 CFR 570.502.
Pursuant to 2 CFR 200.331, the required subaward information is attached as Exhibit C.
3. Travel
The Sub-Recipient shall obtain written approval from the Grantee for any travel outside the metropolitan area with funds provided under this Agreement.
4. Relocation, Acquisition and Displacement
The Sub-Recipient agrees to comply with 24 CFR 570.606 relating to the acquisition and disposition of all real property utilizing grant funds, and to the displacement of persons, businesses, nonprofit organizations and farms occurring as a direct result of any acquisition of real property utilizing grant funds. The Sub-Recipient agrees to comply with applicable Grantee Ordinances, Resolutions, and Policies concerning displacement of individuals from their residences.
VIII PERSONNEL & PARTICIPANT CONDITIONS
A. Civil Rights
1. Compliance
The Sub-Recipient agrees to comply with all city and state civil rights ordinances and with Title VI of the Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, Section 109 of Title I of the Housing and Community Development Act of 1974, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and with Executive Order 11246 as amended by Executive Orders 11375 and 12086.
2. Nondiscrimination
The Sub-Recipient will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status, or status with regard to public assistance. The Sub-Recipient will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following:
hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training including apprenticeship. The Sub-Recipient agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause.
3. Land Covenants
This Agreement is subject to the requirements of Title VI of the Civil Rights Act of 1964. In regard to the sale, lease, or other transfer of land acquired, cleared or improved with assistance provided under this Agreement, the Sub-Recipient shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land, or in any improvements erected or to be erected thereon, providing that the Grantee and the United States are beneficiaries of and entitled to enforce such covenants. The Sub-Recipient, in undertaking its obligation to carry out the program
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assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate.
4. Section 504
The Sub-Recipient agrees to comply with any federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (929 U.S.C. 706), which prohibits discrimination against the handicapped in any federally assisted program. The Grantee shall provide the Sub-Recipient with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement.
B. Affirmative Action
1. Approved Plan
The Sub-Recipient agrees that it shall be committed to carry out pursuant to the Grantee’s specifications an Affirmative Action Program in keeping with the principles as provided in President’s Executive Order 11246 of September 24, 1965. The Grantee shall provide Affirmative Action guidelines to the Sub-Recipient to assist in the formulation of such program. The Sub-Recipient shall submit a plan for an Affirmative Action Program for approval prior to the award of funds.
2. W/MBE
The Sub-Recipient will use its best efforts to afford minority and women-owned business enterprises the maximum practicable opportunity to participate in the performance of this Agreement. As used in this Agreement, the term “minority and female business enterprise” means a business at least fifty-one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, “minority group members” are AfroAmericans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, AsianAmericans, and American Indians. The Sub-Recipient may rely on written representations by Sub-Recipients regarding their status as minority and female business enterprises in lieu of an independent investigation.
3. Access to Records
The Sub-Recipient shall furnish and cause each of its sub-Sub-Recipients to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the Grantee, HUD or its agent, or other authorized federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein.
4. Notifications
The Sub-Recipient will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advancing the labor union or worker’s representative of the Sub-Recipient’s commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
5. EEO/AA Statement
The Sub-Recipient will, in all solicitations or advertisements for employees placed by or on behalf of the Sub-Recipient, state that it is an Equal Opportunity or Affirmative Action employer.
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6. Subcontract Provisions
The Sub-Recipient will include the provisions of Section VIII.A, Civil Rights, and Section VIII.B, Affirmative Action, every subcontract or purchase order, specifically or by reference, so that such provisions will be binding upon each sub-Sub-Recipient or vendor.
C. Employment Restrictions
1. Prohibited Activity
The Sub-Recipient is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities; sectarian, or religious activities; lobbying, political patronage, and nepotism activities.
2. OSHA
Where employees are engaged in activities not covered under the Occupational Safety and Health Act of 1970, they shall not be required or permitted to work, be trained, or receive services in buildings or surroundings or under working conditions which are unsanitary, hazardous or dangerous to the participants’ health or safety.
3. Right to Know
Participants employed or trained for inherently dangerous occupations, e.g., fire or police jobs, shall be assigned to work in accordance with reasonable safety practices.
4. Labor Standards
The Sub-Recipient agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours, the Safety Standards Act, the Copeland “Anti-Kickback” Act (40 U.S.C. 276, 327-333) and all other applicable federal, state and local laws and regulations pertaining to labor standards insofar as those act apply to the performance of this Agreement. The Sub-Recipient shall maintain documentation which demonstrates compliance with hour and wages requirements of this part. Such documentation shall be made available to the Grantee for review upon request.
The Sub-Recipient agrees that, except with respect to the rehabilitation or construction of residential property designed for residential use for less than eight (8) households, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair of any building or work financed in whole or in part with assistance provided under this Agreement, shall comply with federal requirements adopted by the Grantee pertaining to such contracts, shall comply with federal requirements adopted by the Grantee pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 3, 1, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journeymen; provided, that if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the Sub-recipient of its obligation, if any, to require payment of the higher wage. The Sub-Recipient shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this Section VIII.C.4, for such contracts in excess of $10,000.00.
5. Local Employment
To the greatest extent possible, the Sub-Recipient shall employ lower income residents of the project area, in compliance with Section 3, Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701 et seq.
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D. Conduct
1. Assignability
The Sub-Recipient shall not assign or transfer any interest in this Agreement without the prior written consent of the Grantee thereto; provided, however, that claims for money due or to become due to the Sub-Recipient from the Grantee under this Agreement may be assigned to a bank, trust company, or other financial institution without such approval.
Notice of any such assignment or transfer shall be furnished promptly to the Grantee.
2. Hatch Act
The Sub-Recipient agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V United States Code.
3. Conflict of Interest
The Sub-Recipient agrees to abide by the provisions of 24 CFR Part 570, Section 570.611 with respect to conflicts of interest and covenants that it presently has no financial interest and shall not acquire any financial interest, direct or indirect, which would conflict in any manner or degree with the performance of services required under this Agreement. The Sub-Recipient further covenants that in the performance of this Agreement, no person having such a financial interest shall be employed or retained by the Sub-Recipient hereunder. These conflict of interest provisions apply to any person who is an employee, agent consultant, officer, or elected official or appointed official of the Grantee, or of any designated public agencies or Sub-Recipients that are receiving funds under the CDBG Entitlement program.
4. Subcontracts
a. Approvals
The Sub-Recipients shall not enter into any subcontracts with any agency or individual in the performance of this Agreement without the prior written consent of the Grantee prior to the execution of such agreement.
b. Monitoring
The Sub-Recipient will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance.
c. Content
The Sub-Recipient shall cause all of the provisions of this Agreement in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement.
d. Selection Process
The Sub-Recipient shall undertake to insure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis. Executed copies of all subcontracts shall be forwarded to the Grantee along with documentation concerning the selection process.
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5. Copyright
If this Agreement results in any copyrightable material, the Grantee and/or grantor agency reserves the right to royalty-free, non-exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use, the work for government purposes.
6. Religious Organization
The Sub-Recipient agrees that funds provided under this Agreement will not be utilized for religious activities, to promote religious interests, or for the benefit of a religious organization in accordance with the federal regulations specified in 24 CFR Part 570, Section 570.200(j).
IX ENVIRONMENTAL CONDITIONS
A. Air and Water
The Sub-Recipient agrees to comply with the following regulations insofar as they apply to the performance of this Agreement:
• Clean Air Act, 42 U.S.C. 1857, et seq.
• Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251, et seq., as amended, relating to inspection, monitoring, entry, reports and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder.
• Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as amended.
• National Environmental Policy Act of 1969.
• HUD Environmental Review Procedures (24 CFR, Part 58). • California Environmental Quality Act of 1974.
B. Flood Disaster Protection
The Sub-Recipient agrees to comply with the requirements of the Flood Disaster Protection Act of 1973 in regard to the sale, lease or other transfer of land acquired, cleared or improved under the terms of this Agreement, as it may apply to the provisions of this Agreement.
C. Lead-Based Paint
The Sub-Recipient agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead-Based Paint Regulations at 24 CFR Part 570, Section 570.608, and 24 CFR Part 35, and in particular Sub-Part B thereof. Such Regulations pertain to all HUD-assisted housing and require that all owners, prospective owners, and tenants or properties constructed prior to 1978 be properly notified that such properties may include lead-based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead-based paint poisoning.
D. Historic Preservation
The Sub-Recipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 CFR, part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement.
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In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, State, or local historic property list.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
CITY OF COVINA YWCA SAN GABRIEL VALLEY
By: By:
Chris Marcarello, City Manager Debra Ward, Executive Director
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ATTACHMENTS
EXHIBIT A COUNTY LOBBYIST CERTIFICATION
EXHIBIT B PROCUREMENT REQUIREMENTS
EXHIBIT C SUBAWARD INFORMATION
EXHIBIT D SCOPE OF SERVICES
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COMMUNITY DEVELOPMENT COMMISSION
COUNTY OF LOS ANGELES
_______
COUNTY LOBBYIST CODE CHAPTER 2.160
COUNTY ORDINANCE NO. 93-0031
CERTIFICATION
Name of Firm: YWCA San Gabriel Valley Date: July 1, 2022 Address: 101 S. Barranca Avenue
State: CA Zip Code: 91723 Phone No.: (626) 214-9442
Acting on behalf of the above named firm, as its Authorized Official, I make the following Certification to the County of Los Angeles and the Community Development Authority, County of Los Angeles.
1. It is understood that each person/entity/firm who applies for a Community Development Authority contract, and as part of that process, shall certify that they are familiar with the requirements of the Los Angeles County Code Chapter 2.160 (Los Angeles County Ordinance 93-0031); and
2. That all persons/entities/firms acting on behalf of the above named firm have and will comply with the County Code; and
3. That any person/entity/firm who seeks a contract with the Community Development Commission shall be disqualified therefrom and denied the contract, and shall be liable in civil action, if any lobbyist, lobbying firm, lobbyist employer or any other person or entity acting on behalf of the above named firm fails to comply with the provisions of the County Code. _______
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 prerequisite for making or entering into contract with the Los Angeles County and the Community Development Authority, County of Los Angeles.
Authorized Official:
Name: Debra Ward Title: CEO/Executive Director
Signature: Date:
EXHIBIT A
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FEDERAL AND CITY PROCUREMENT REQUIREMENTS
Procurement requirements are in accordance with 2 Code of Federal Regulations (CFR) Part 200. Of the Federal and City requirement, use the most restrictive.
1. Micro-Purchases: Acquisition of supplies or services (dollar amount not to exceed $3,000). This type of procurement is generally used for administrative, office supplies, where best price is the selection factor.
Obtain minimum of two bids.
2. Small Purchase Procurement (Informal or Market Basket): Acquisition of supplies, services or other property (dollar amount not to exceed $10,000), with a minimum of two price-quotations solicited. This type of procurement is generally used for program equipment, program services or materials, where best price is the selection factor.
3. Small Purchase Procurement (Informal): For purchase of goods or services in an amount between $10,000 and $25,000: Informal bid procedure required ̶minimum of 3 bids required.
4. Purchase over $25,000: RFP or sealed bid process, unless purchase is a professional service. If so, follow requirements of Covina Municipal Code 2.20.175
Small Purchase Procedures:
Are those informal procurement methods where you must secure at least two informal bids, oral or written.
Written is preferred.
• You must document the following information: Company name and address, name of person contacted, telephone number and minority status.
• A “no bid” is not considered a bid. You must continue the process until three fixed dollar bids are received.
• Use the Small/Informal Bid Form for documentation.
• Not allowed for soliciting construction services
Formal Bidding Procedures:
• Are competitive sealed bids, secured through formal advertising • All bids will be publicly opened and a fixed price contract will be awarded to the lowest responsive and responsible bidder.
Competitive Proposals
• A Request for Proposal (RFP) or Request for Qualifications (RFQ) shall always be advertised. • The RFP should contain: bid specifications, sample contract, terms and conditions, and mechanism for proposal most advantageous to the program, with price and other factors considered.
Contracting with Minority and Women Business Enterprise • Whenever possible, contact at least one MWBE firm for your small purchase process. • Require prime contractor to also comply with above.
Perform an EPLS check: For all procurements, an EPLS check must be performed. Log on to sam.gov and search records for the entity selected. If no records or no active debarment is present, then proceed. If debarment is active, Do Not Enter Into Contract with the entity. This is in addition to required licensure or credential verification, such as California State License Board (CSLB) check.
File all steps of procurement in Project File: Save the Scope of Work, Solicitation List, Price Quotations, and EPLS check in project file along with the executed service agreement or contract.
EXHIBIT B
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SMALL/INFORMAL BID FORM
Project Name: Project Number:
Three Quotes Required On The Following Item(s):
Item Description
Specifications:
Quantity: Size:
1. Company Name: Phone No:
Address: Contact:
MWBE Status:
Quote Unit Cost: Total:
2. Company Name: Phone No:
Address: Contact:
MWBE Status:
Quote Unit Cost: Total:
3. Company Name: Phone No:
Address: Contact:
MWBE Status:
Quote Unit Cost: Total:
Bids Obtained By: Date:
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EXHIBIT C
SUBAWARD INFORMATION
1 Subrecipient Name (which must match registered name in DUNS):
YWCA San Gabriel Valley
2 Subrecipient’s DUNS Number: 626495519
3 Federal Award Identification Number (FAIN): 70721
4 Federal Award Date (see §2 CFR 200.39): July 1, 2022
5 Subaward Period of Performance Start Date and End Date: July 1, 2022-June 30, 2023 6 Amount of Federal Funds Obligated by this Activity: $10,000 7 Total Amount of Federal Funds obligated to Subrecipient: $10,000 8 Total Amount of the Federal Award: FY 22-23 $295,465
9 Federal award project description, as required to be responsive to the Federal Funding Accountability and Transparency Act (FFATA):
Project No. 601198-22 Senior
Nutrition Program
10 Name of Federal Awarding Agency: Department of Housing and Urban Development
11 Name of Pass-through Entity and Contact Information for Awarding Official:
Community Development
Authority, County of Los Angeles/
City of Covina,
Alana Spector 626-384-5443
12 Catalog of Federal Domestic Assistance (CFDA) Number and Name:
14.218
13 Identification of whether the Award is Research &
Development:
N/A
14 Indirect Cost Rate for the Federal Award: N/A
EXHIBIT C
23 of 25
EXHIBIT D
SCOPE OF SERVICES
YWCA of San Gabriel Valley (YWCA or Contractor) shall perform all services under this Agreement in a skillful and competent manner, consistent with standards generally recognized as being employed by professionals in the same discipline in the State of California. YWCA represents and maintains that it is skilled in the professional calling necessary to perform the services. YWCA warrants that all employees and sub-consultants shall have sufficient skill and experience to perform the services assigned to them. Finally, YWCA represents that it, its employees and sub consultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the services and that such licenses and approvals shall be maintained throughout the term of this Agreement. YWCA shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the services, including all Cal/OSHA requirements, and shall give all notices required by law.
YWCA will provide a daily nutrition program for all registered participants Monday through Friday, fifty-two (52) weeks per year at the City’s designated Senior Center. The only exception to this schedule would be for CITY-observed and/or YWCA-observed holidays. The meals may also be provided through a delivery or pick-up system if in-person dining is not permissible.
A. Contractor will be responsible for the following:
1. Providing a site manager who will be responsible for the overall management of the food service system including cleaning the City’s trays and other daily cleanup.
Site Manager will also be responsible for supervision of volunteers working in the following areas:
- Kitchen
- Reservations
- Setting the tables
- Daily cash counting
- Table monitors
- Preparation of wrapping silverware
a. In case the site manager is ill, Contractor will provide a substitute site manager to ensure that the site manager’s responsibilities listed above are continued. b. Both parties (City and Contractor) agree to review the number of assigned hours of the site manager if the above responsibilities are determined to be too much for both site manager and the volunteers.
2. Two (2) members of the Covina Nutrition Advisory Committee will represent the Covina Senior Center at the Contractor’s YWCA Senior Advisory council meeting held on a quarterly basis.
EXHIBIT D
24 of 25
3. Site Manager’s attendance at the monthly Covina Nutrition Advisory Committee meeting is required.
4. Quality of meals
a. If there is a meal that the seniors (majority) do not like, the City can request a meal substitution for that day at least two (2) weeks in advance to the Contractor. b. If the meal is not popular with overall senior participants, it can be requested by the City to the Contractor to be removed completely from the menu. This process may take two months.
5. Providing nutrition paper goods and plastic silverware.
6. Provide to the City the Universal Intake form that each participant is required to complete annually and submit to the Site Manager.
7. Responsible financially for any shortfall of registered participant meals that might occur.
8. All grant negotiations, paperwork, monthly reports, etc.
9. Lunch serving time will be at 12 p.m. All participants will be served their meal at the table.
10. If reservations are taken for a certain amount and less participants show up, walk-ins will be allowed to be served.
11. The Contractor shall retain the “suggested” meal donation fee collected after each meal served, which is $3.00 for individuals 60 and older. The Contractor must provide a monthly letter to the City which documents donations received as required for CDBG grant.
12. The Contractor will provide the City with closed Holiday Schedule by the end of December each year.
13. Site manager will provide 70 copies of the 1-month monthly meal calendar the week before the end of the current month or sooner if possible.
B. City will be responsible for the following:
1. The City will oversee the operation of the Covina Nutrition Advisory Committee which will continue to provide input regarding the overall food service program which includes, but is not limited to daily menus and evaluation of the caterer's performance at the Contractor’s YWCA Senior Advisory council meetings.
2. Providing a telephone for the Contractor to contact YWCA office and/or caterer.
3. The City’s responsibility to ensure participants complete required Community Development Block Grant (CDBG) Intake/Screen form, as well as distribution of the Universal Intake form provided by the Contractor.
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4. Facilitating Nutrition reservations.
5. Facility Building maintenance and repairs including daily janitorial services.
6. Providing paper goods and hand soap for restrooms.
7. Providing supplies; including coffee, creamer, sugar, tea, stirrers, and cups.
8. Monthly pest control service and sending of the monthly pest control inspection reports to the Contractor.
9. Providing all necessary equipment for the operation of program, including Refrigerator, sinks, serving trays, steam table with warming oven, and storage.
10. Providing program promotion including: (a) Covina Today; (b) social media; and (c) city’s website.
11. Providing the Contractor with observed/closed Holiday Schedule by end of December each year.
CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 8
Meeting: CC Regular Meeting - Jun 21 2022
Title: Fourth Amendment to the Agreement between MRH & Associates LLC and the City of Covina
Presented By: David Povero, Chief of Police
Recommendation: Approve the Fourth Amendment to the agreement between MRH & Associates LLC and the City of Covina and authorize the City Manager to execute the amendment.
EXECUTIVE SUMMARY / BACKROUND:
The current agreement with MRH & Associates is set to expire on June 30, 2022, with a limit of $250,000 in total expenditure. This Fourth amendment will extend the agreement to June 30, 2023, with an increase of $50,000 for a total not-to-exceed amount of $300,000.
DISCUSSION:
Since October 2018, MRH & Associates (Consultant) has been assisting the City of Covina with emergency operations center training and exercises to ensure the City is able to respond to emergencies and to continue providing services with minimal or no disruption during unusual incidents/events. Consultant and the City desire to extend the agreement to provide more time for training opportunities, exercises, updates to the Emergency Operations Plan and Incident Command System certification for staff.
In addition, Consultant has also been instrumental in managing the City of Covina's response to the recent COVID-19 pandemic and it's impacts to Covina. Consultant has taken the lead in activating the Emergency Operations Center and it's daily operations to manage and plan for the City's response to COVID-19. With this pandemic still posing a threat, staff recommends extending the agreement with Consultant in order to maintain operational readiness in response to COVID-19 and other emergencies.
FISCAL IMPACT:
This amendment will add $50,000 to the agreement's expenditure limit bringing the total not-to-exceed limit to $300,000. Funds will be appropriated in the Police FY 22-23 Budget from both City and Federal funding sources.
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
Not applicable.
ATTACHMENTS:
Attachment A - MRH & Associates LLC Fourth Amendment
Respectfully submitted,
1 12923/0001/1924106-1
FOURTH AMENDMENT TO AGREEMENT BETWEEN THE CITY OF COVINA AND
MRH & ASSOCIATES LLC
THIS FOURTH AMENDMENT is made and entered into as of July 1, 2022 by and between the City of Covina, a California municipal corporation (hereinafter referred to as “City”), and MRH & Associates LLC, a Limited Liability Company (hereinafter referred to as "Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:
1. This Fourth Amendment is made with the respect to the following facts and purposes:
a. On October 1, 2018, the City and Consultant entered into that certain Professional Services Agreement for Emergency Operations Center training and assistance in the amount of $50,000.
b. On August 20, 2019, The City and Consultant entered into the First Amendments to that certain Professional Services Agreement to extend the term of the agreement to October 1, 2020 and to increase compensation in the amount of $50,000 for a total not-to-exceed Agreement amount of $100,000.
c. On June 2, 2020 the City and Consultant entered into the Second Amendment to that certain Professional Services Agreement to extend the term of agreement to June 30, 2021 and to increase the compensation in the amount of $100,000 for a new total agreement amount not to exceed $200,000 and to amend the Agreement as set forth in the Second Amendment.
d. On July 1 , 2021 the City and Consultant entered into the Third Amendment to that certain Professional Services Agreement to extend the term of agreement to June 30, 2022 and to increase the compensation in the amount of $50,000 for a new total agreement amount not to exceed $250,000 and to amend the Agreement as set forth in the Third Amendment e. The parties now desire to extend the term of the agreement to June 30, 2023, to increase the compensation in the amount of $50,000 for a new total agreement not to exceed $300,000 and to amend this Agreement as set forth in this Fourth Amendment.
2. Section 1 of the Agreement entitled “TERM OF AGREEMENT” is hereby amended to read as follows:
“The term of this Agreement shall be from the Effective Date through June 30, 2023, unless sooner terminated as provided in Section 12 of this Agreement. The City may, upon mutual agreement, extend this Agreement for one (1) additional one year terms.”
3. Paragraph A of Section 2 of the Agreement entitled “COMPENSATION” is hereby amended to read as follows:
2 12923/0001/1924106-1
A. Compensation. As full compensation for Consultant’s services provided under this Agreement, City shall pay Consultant a sum not to exceed Three Hundred Thousand Dollars ($300,000) (the “maximum compensation”), based on the hourly rates set forth in the Approved Fee Schedule, attached hereto as Exhibit A. Any terms in Exhibit A, other than the payment rates and schedule of payment, are null and void.”
4. Except for the changes specifically set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect.
The parties, through their duly authorized representatives, are signing this FOURTH Amendment on the date stated in the introductory clause.
City:
City of Covina,
a California municipal corporation
By:
Name: Chris Marcarello
Title: City Manager
ATTEST:
By:
Name: Fabian Velez
Title: Deputy City Clerk
Consultant:
MRH & Associates LLC
A Limited Liability Company
By:
Name: Michael R. Hillmann
Title:
By:
Name:
Title:
(Two signatures of corporate officers required
for corporations under Corporations Code
Section 313, unless corporate documents
authorize only one person to sign this
Agreement on behalf of the corporation.)
CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 9
Meeting: CC Regular Meeting - Jun 21 2022
Title: Approve and Make AB 361 Findings for Special Brown Act Requirements for Teleconference Meetings
Presented By: Chris Marcarello, City Manager
Recommendation: Approve and make the following findings so that meetings of the City Council and the City’s Other Legislative Bodies are authorized to meet remotely in accordance with AB 361’s special Brown Act requirements for teleconference meetings: (1) the City Council has reconsidered the circumstances of the COVID-19 state of emergency; and (2) state and local officials continue to recommend measures to promote social distancing.
EXECUTIVE SUMMARY:
This item is on the agenda so that the City Council and the other legislative bodies of the City, including the Successor Agency to the Covina Redevelopment Agency, the Covina Public Financing Authority, the Covina Housing Authority, the Planning Commission, the Parks and Recreation Commission, the Traffic and Parking Advisory Commission, the Finance Advisory Commission and the Library Board of Trustees (collectively “City’s Other Legislative Bodies”) may continue to meet virtually pursuant to Assembly Bill (“AB”) 361’s special Brown Act requirements for teleconference meetings. These special requirements give local public agencies greater flexibility to conduct teleconference meetings when there is a declared state of emergency and either social distancing is mandated or recommended, or when the legislative body determines an in-person meeting would present imminent risks to the health and safety of attendees. To hold a meeting under AB 361 teleconferencing, the City Council must make certain findings no less than every 30 days.
BACKGROUND:
On March 4, 2020, Governor Newsom proclaimed a state of emergency to exist in California due to the spread of COVID-19. The Governor subsequently issued numerous executive orders suspending or modifying state laws to facilitate the response to the emergency. Among other things, these executive orders superseded certain Brown Act requirements and established special rules to give local public agencies greater flexibility to conduct teleconference meetings. The special rules included provisions allowing local public agencies to conduct teleconference meetings without having to provide a physical location from which the public may attend or comment, without having to use teleconference locations that are publicly accessible, and without having to identify teleconference locations on the agenda. Those special rules expired on September 30, 2021.
On September 16, 2021, in anticipation of then-imminent expiration of his special rules for teleconference meetings, the Governor signed AB 361. In key part, this bill amends the Brown Act to establish special requirements for teleconference meetings if a legislative body of a local public agency makes two findings pursuant to Government Code Section 54953(e)(3). Like the special rules in the Governor’s executive orders, the special Brown Act requirements in AB 361 include provisions allowing public agencies to conduct teleconference meetings without having to provide a physical location from which the public may attend or comment, without having to use teleconference locations that are publicly accessible, and without having to identify teleconference locations on the agenda. The AB 361 special Brown Act requirements are scheduled be repealed on January 1, 2024.
In order for a local public agency to be subject to the AB 361 special Brown Act requirements for teleconference meetings, a legislative body of a local public agency first must make a finding that it has “reconsidered” the circumstances of a declared state of emergency. Second, the legislative body must find that such emergency continues to directly impact the ability of the legislative body’s members to meet in person. Alternatively, for the second finding, the legislative body must find that state or local officials continue to impose or recommend social distancing measures. These findings must be made within 30 days after the legislative body teleconferences for the first time under AB 361 and on a monthly basis thereafter. The City Council last made these findings on May 17, 2022.
DISCUSSION:
The City Council and the City’s Other Legislative Bodies have met remotely or in a hybrid meeting format throughout the pandemic to protect the health and safety of the public and staff pursuant to these requirements.
The factual circumstances exist for the City to continue to hold meetings pursuant to AB 361. The declared emergency is still in effect. Furthermore, Los Angeles County officials recommend measures to promote social distancing. The Los Angeles County Department of Public Health Order Responding Together at Work and in the Community recommends physical distancing. The County Health Department encourages people at risk for severe illness or death from COVID-19 to take protective measures such as social distancing and, for those not yet fully vaccinated, to physically distance from others whose vaccination status is unknown. The County Health Department also continues to recommend that employers take steps to support physical distancing. See http://publichealth.lacounty.gov/media/Coronavirus/docs/HOO/HOO_SaferReturnWorkCommunity.pdf and http://publichealth.lacounty.gov/acd/ncorona2019/docs/PreventionPublicSettings.pdf.
Therefore, staff recommends the City Council approve and make the following findings so that meetings of the City Council and the City’s Other Legislative Bodies are authorized to be conducted remotely in accordance with AB 361 and subject to the special Brown Act requirements for teleconference meetings: (1) the City Council has reconsidered the circumstances of the COVID-19 state of emergency; and (2) state or local officials continue to recommend measures to promote social distancing.
FISCAL IMPACT:
None
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
The City has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is necessary
Respectfully submitted,
CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 10
Meeting: CC Regular Meeting - Jun 21 2022
Title: Towing Service Contract Extension
Presented By: David Povero, Chief of Police
Recommendation: Continue to review the City's current towing services agreement with Jan's Towing Inc., and authorize the City Manager or his designee to extend the agreement to June 30, 2023.
EXECUTIVE SUMMARY / BACKROUND:
The City and Jan’s Towing entered into an agreement for towing services on January 20, 2015. The agreement was subsequently amended on January 22, 2016 to extend the term through January 22, 2021. An extension was granted to extend the agreement to January 22, 2022 and then again to June 30, 2022. In order to finish the evaluation the current terms and conditions under this agreement and options for future towing services, it is requested that the agreement be extended to June 30, 2023. During this extension period, staff will look at all options including contract renewal or implementing a competitive bidding process.
DISCUSSION:
Jan's Towing has been providing a wide range of quality services for Covina since 2002. They have met the standards for towing and vehicle storage throughout the years. Staff is currently in the middle of evaluating the City's agreement and alternatives for towing services as the current extension expires on June 30, 2022. It is requested that an extension to June 30, 2023 be authorized. During this time, staff will survey neighboring communities' towing arrangements and review existing service levels, rate structures and financial provisions included in the agreement. Following this review, a report and recommendation will be developed for the City Council's consideration.
FISCAL IMPACT:
The current agreement allows for the City to receive a 30% fee based on total fees collected from activities including towing/storage activities. Fees are remitted to the City on a quarterly basis. Since Fiscal Year 2017, annual franchise tow fee revenues have averaged $119,000.
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
Not applicable.
ATTACHMENTS:
Attachment A - 2022-2023 Amendment to Jans Towing Agreement Respectfully submitted,
1 12923/0001/1924106-1
2022-2023 AMENDMENT TO AGREEMENT BETWEEN THE CITY OF COVINA AND JAN’S TOWING, INC.
THIS 2022-2023 AMENDMENT to the Agreement for Authorized Vehicle Towing (Agreement) is made and entered into as of July 1, 2022 by and between the City of Covina, a California municipal corporation (hereinafter referred to as “City”), and Jan’s Towing, a California Corporation. In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:
1. This 2022-2023 Amendment is made with the respect to the following facts and purposes:
A. The City and Jan’s Towing entered into that certain agreement for towing services (“Agreement”) on January 20, 2015.
B. The parties amended the Agreement on January 22, 2016 to extend the term of the Agreement to January 22, 2021 (“2016 Amendment”).
C. The parties amended the Agreement on January 22, 2021 to extend the term of the Agreement to January 22, 2022 (“2020 Amendment”).
D. The parties amended the Agreement on Januarry 22, 2022 to extend the term of the Agreement to June 30, 2022 (“2022 Amendment”).
E. The parties desire to further amend the agreement to June 30, 2023.
2. The term of the Agreement between the City of Covina and Jan’s Towing Inc. is hereby amended to expire on June 30, 2023.
3. Except for the changes specifically set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect.
The parties, through their duly authorized representatives, are signing this 2022-2023 Amendment on the date stated in the introductory clause.
2 12923/0001/1924106-1
City:
City of Covina,
a California municipal corporation
By:
Name:
Title:
ATTEST:
By:
Name: Fabian Velez
Title: Deputy City Clerk
Jan’s Towing, Inc.:
Jan’s Towing Inc.,
a California Corporation
By:
Name:
Title:
By:
Name:
Title:
(Two signatures of corporate officers required
for corporations under Corporations Code
Section 313, unless corporate documents
authorize only one person to sign this
Agreement on behalf of the corporation.)
CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 11
Meeting: CC Regular Meeting - Jun 21 2022
Title: Agreement between All City Management Services, Inc., Charter Oak Unified School District, Covina Valley Unified School District and the City of Covina for School Crossing Guard Services.
Presented By: David Povero, Chief of Police
Recommendation: Approve the three-party agreements between All City Management Services, Inc., the City of Covina and Charter Oak Unified School District and similarly with Covina Valley Unified School District for school crossing guard services for fiscal year 2022-23; and authorize the City Manager to execute the agreement.
EXECUTIVE SUMMARY / BACKROUND:
On July 6, 2004, the Covina City Council approved contracting for school crossing guard services with All City Management Services, Inc. Since that time, All City Management Services Inc. (ACMS) has continued to provide uninterrupted school crossing guard services for multiple schools in two different school districts in the City of Covina. When searching for a crossing guard provider, the City looked for companies that exclusively specialize in that service. ACMS was founded in 1985 and is the only private corporation specifically and exclusively providing school crossing guard services in the nation. ACMS is currently the largest employer of school crossing guards, with over 3,000 Crossing Guards serving over 150 cities, counties and school districts. Staff at the Police Department has found them to be a reliable and responsive company that meets the needs of our City.
Additionally, in recognition of the mutual benefit that this program provides to our local schools and the community, the City and both both school districts have agreed to enter into a cost sharing arrangement for the provision of these services. Both school districts will fund one-half of the cost of services for its respective school campuses and the City will fund the remaining one-half.
DISCUSSION:
After careful review and evaluation of the crossing guard industry, ACMS continues to emerge as the only company that is appropriate for our needs. Some of the agencies they currently contract with around Covina include El Monte, Walnut, Arcadia, Glendora, Rowland Heights, Azusa, Los Angeles County (which covers all the surrounding unincorporated areas), La Puente, Diamond Bar and Baldwin Park. ACMS has been providing excellent crossing guard service to the City of Covina since 2004.
FISCAL IMPACT:
For Fiscal Year 2022-23, the total cost of providing crossing guard service for Charter Oak Unified School District is $79,120.80. Of this amount the City of Covina will pay for half or $39,560.40. Likewise the cost to Covina Valley Unified is $118,681.20 with half or $59,340.60 to be paid by the City of Covina. Funds are budgeted in the Police Department for this service in FY 2022-23, account number 1010 1200 51430.
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
None
ATTACHMENTS:
Attachment A - COUSD Crossing Guard 2022-23 PSA
Attachment B - Revised Crossing Guard Three Party Agreement Respectfully submitted,
PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Agreement”) is dated August 1, 2022 (“Effective Date”) and is between the City of Covina, A California municipal corporation (“City”) and Charter Oak Unified School District, hereinafter referred to as “COUSD” and All City Management Services Inc. (“Consultant”). City, COUSD and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.
RECITALS
A. City desires to utilize the services of Consultant as an independent contractor to provide crossing guard services.
B. Consultant represents that it is fully quali?ed to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.
C. City desires to retain Consultant and Consultant desires to serve City and COUSD to perform these services in accordance with the terms and conditions of this Agreement.
The parties therefore agree as follows:
1. Term of Agreement. The term of this Agreement shall be from the Effective Date through June 30, 2023, unless sooner terminated as provided in Section 14 of this Agreement.
2. Compensation.
A. Compensation. The City and COUSD each shall be responsible for 50% of the total cost of the crossing guard services. As full compensation for Consultant’s services provided under this Agreement, City shall pay Consultant a sum not to exceed $39,560.40 and COUSD shall pay Consultant a sum not to exceed $39,560.40 for a total not-to-exceed Agreement amount of SEVENTY-NINE THOUSAND, ONE HUNDRED AND TWENTY DOLLARS AND EIGHTY CENTS ($79,120.80) (the “maximum compensation”), for the term of this Agreement and based on the hourly rates set forth in the Approved Fee Schedule, attached hereto as Exhibit A. Any terms in Exhibit A, other than the payment rates and schedule for payment, are null and void.
B. Additional Services. City and COUSD shall not allow any claims for additional services performed by Consultant, unless the City Council and the COUSD Board and the Consultant Representative authorize the additional services in writing prior to Consultant’s performance of the additional services or incurrence of additional expenses. Any additional services or expenses authorized by the City Council and the COUSD Board shall be compensated at the hourly rates set forth in Exhibit A, or, if not speci?ed, at a rate mutually agreed to by the parties. Additional service includes crossing service for summer school.
City and COUSD shall make payment for additional services and expenses in accordance with Section 4 of this Agreement.
3. Consultant’s Services
A. Scope of Services. Consultant shall perform the services described in the Scope of Services, attached as Exhibit B. City and COUSD, upon mutual agreement with each other, may request, in writing, changes in the scope of services to be performed. Any changes mutually agreed upon by the three parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this agreement.
B. Party Representatives. For the purposes of this Agreement, the City Representative shall be the City Manager, or such other person designated in writing by the City Manager (the “City Representative”), and the COUSD representative shall be the Superintendent (the “COUSD Representative”). For the purposes of this Agreement, the Consultant Representative shall be the contracts manager (the “Consultant Representative”). The Consultant Representative shall directly manage Consultant’s services under this Agreement. Consultant shall not change the Consultant Representative without City’s and COUSD’s prior written consent.
C. Time for Performance. Consultant shall commence the services on the effective Date and shall perform all services by the deadline established by the City Representative and the COUSD Representative or, if no deadline is established, with reasonable diligence. Crossing guard service shall be performed during the regular school year.
D. Standard of Performance. Consultant shall perform all services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City and COUSD.
E. Personnel. Consultant has, or will secure at its own expense, all personnel required to perform the services required under this Agreement. All of the services required under this Agreement shall be performed by Consultant or under its supervision, and all personnel engaged in the work shall be quali?ed to perform such services. Consultant shall determine the means, methods, and details by which Consultant’s personnel will perform the services under this Agreement. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the services and compliance with the customary professional standards.
F. Compliance with Laws. The Consultant shall keep itself informed of all local, state and federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City and its agents shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.
4. Method of Payment.
A. Invoices. Consultant shall submit to both City and COUSD an invoice, on a bi-weekly basis, or actual services performed pursuant to this Agreement. The basis of payment shall be per hour worked.
The invoice shall be accompanied by supporting documents enumerating the hours worked at each school site for the invoice period. The invoice shall also itemize: l) the total amount owed for services rendered during the invoice period; and 2) the City’s 50% share of the amount owed for the invoice period and the
COUSD’s 50% share of the amount owed for the invoice period, pursuant to section 2A of this Agreement.
If City or COUSD disputes any of Consultant’s fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice.
B. Pament. City and COUSD shall pay all undisputed invoice amounts within thirty (30) calendar days after receipt, up to the maximum compensation set forth in Section 2 of this Agreement. City and COUSD shall not withhold federal payroll, state payroll or other taxes, or other similar deductions, from payments made to Consultant.
C. Audit of Records. Consultant shall make all records, invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this agreement available during Consultant’s regular working hours to City for review and audit by City or COUSD.
5. Ownership of Documents. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer ?les containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be perfonned (“written products”) pursuant to this Agreement shall become the sole property of the City and COUSD without restriction or limitation upon its use and may be used, reused, disseminated or otherwise disposed of by the City or COUSD Without the permission of the Consultant. With respect to computer ?les containing data generated for the work, Consultant shall make available to the City and COUSD, upon reasonable written request by the City or COUSD, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing compute ?les. Consultant may take and retain copies of the written products as desired, but the written products shall not be the subject of a copyright application by Consultant.
6. Independent Contractor.
A. Consultant is, and shall at all times remain as to City and COUSD, a wholly independent contractor and not an employee of City or COUSD. The personnel performing the services under this Agreement on behalf of Consultant shall also not be employees of City or COUSD and shall at all times be under Consultant’s exclusive direction and control. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or COUSD. Neither City nor COUSD nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees. Consultant shall not, at any time, or in any manner, represent that it or any of its of?cers, agents or employees are in any manner employees of City or COUSD. Consultant and Consultant’s personnel shall not supervise any of City or COUSD employees; and City’s or COUSD’s employees shall not supervise Consultant’s personnel.
Consultant’s personnel shall not Wear or display any City or COUSD uniform, badge, identi?cation number, or other information identifying such individual as an employee of City or COUSD; and Consultant’s personnel shall not use any City or COUSD e-mail address or City or COUSD telephone number in the performance of any of the services under this Agreement. Consultant shall acquire and maintain, at its sole cost and expense, such Vehicles, equipment, and supplies as Consultant’s personnel require to perform any of the services required by this Agreement.
B. No employee bene?ts shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City and COUSD shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for
City or COUSD. City and COUSD shall not be liable for compensation or indemni?cation to Consultant for injury or sickness arising out of performing services hereunder. Consultant shall be responsible for and pay all wages, salaries, bene?ts and other amounts due to Consultant’s personnel in connection with their performance of the services under this Agreement as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement, or pension bene?ts, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance. Notwithstanding any other agency, state, or federal policy, rule, regulation, statute or ordinance to the contrary, Consultant and any of its of?cers, employees, agents, and subcontractors providing any of the services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, bene?t or any incident of employment by City or COUSD, including, but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System (“PERS”) as an employee of City or COUSD or California State Teachers’ Retirement System (“CalSTRS”) as an employee of COUSD, and entitlement to any contribution to be paid by City or COUSD for employer contributions or employee contributions for PERS bene?ts or Cal STRS bene?ts.
C. Consultant shall indemnify and hold harmless City and COUSD and their elected of?cials, of?cers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City and COUSD of?cials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s personnel practices, or to the extent arising from, caused by, or relating to the violation of any of the provisions of this Section 6. In addition to all other remedies available under law, City and COUSD shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City and COUSD from Consultant as a result of Consultant’s failure to promptly pay to City and COUSD any reimbursement or indemni?cation arising under this Section 6. This duty of indemni?cation is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.
7. PERS Compliance and Indemni?cation.
A. General Reguirements. The parties acknowledge that City and COUSD is a local agency member of PERS and as such, has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform the services under this Agreement, Consultant shall assure compliance with the Public Employees’ Retirement law, commencing at Government Code Section 2000, the regulations of PERS, and the Public Employees’ Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City or COUSD to be in Violation of the applicable retirement laws and regulations.
B. Indemni?cation. Consultant shall defend (with legal counsel approved by City and COUSD, whose approval shall not be unreasonable withheld), indemnify and hold harmless City and COUSD, and its elected of?cials, of?cers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City or COUSD of?cials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s violation of any
provisions of this Section 7. This duty of indemni?cation is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision for this Agreement.
8. Con?dentiality. All data, documents, discussion, or other information (collectively “data”) developed or received by Consultant or provided for performance of this Agreement are deemed con?dential. Consultant shall keep all data con?dential and shall not disclose any data to any person or entity without City’s and COUSD’s prior written consent. City and COUSD shall grant such consent if disclosure is legally required. Consultant shall return all data to City and COUSD upon the expiration or termination of this Agreement. Consultant’s covenant under this Section 8 shall survive the expiration or termination of this Agreement.
9. Con?icts of Interest. Consultant and its of?cers, employees, associates and subcontractors,if any, shall comply with all con?ict of interest statues of the State of California applicable to Consultant’s service under this Agreement, including the Political Reform Act (Gov. Code, § 81000 et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant may perform similar services for other clients, but Consultant and its of?cers, employees, associates and subcontractors shall not, without the City Representative’s or COUSD Representative’s prior written approval, perform work for another person or entity for whom employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a con?ict of interest statute. Consultant shall incorporate a clause substantially similar to this Section 9 into any subcontract that Consultant executes in connection with the performance of this Agreement.
10. Indemni?cation.
A. Indemnities for Third Party Claims.
1) To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and COUSD and its elected of?cials, of?cers, attorneys, agents, employees, designated volunteers, successors, assigns and those City and COUSD agents serving as independent contractors in the role of City and COUSD of?cials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened,which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant, its of?cers, agents, servants, employees, subcontractors, materialmen, contractors or their of?cers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for the Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by ?nal arbitration or court decision or by the agreement of the parties. Consultant shall defend the Indemnitees in any action or actions ?led in connection with any Liability with counselof the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
2) Consultant shall pay all required taxes and amounts paid to Consultant under this Agreement, and indemnify and hold City and COUSD harmless from any and all taxes, assessments, penalties and interest asserted against City and COUSD by reason of the independent contractor relationship created by this Agreement. Consultant shall fully comply with the workers’ compensation law regarding Consultant and Consultant’s employees. Consultant shall indemnify and hold City and COUSD harmless from any failure of Consultant to comply with applicable workers’ compensation laws. City and COUSD may offset against the amount of any fees due to Consultant under this Agreement any amount due to City and COUSD from Consultant as a result of Consultant’s failure to promptly pay to City or COUSD any reimbursement or indemni?cation arising under this Subparagraph A 2). 3) Consultant shall obtain executed indemnity agreements with provisions identical to those in this section 10 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged, or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant’s subcontractor, its of?cers, agents, servants, employees, subcontractors,materialmen, contractors or their of?cers, agents, servants or employees (or any entity or individual that Consultant’s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by ?nal arbitration or court decision or by the agreement of the parties.
B. Workers’ Compensation Acts not Limiting. Consultant’ indemnifications and obligations under this Section 10, or any other provision of this Agreement, shall not be limited by the provisions of any workers’ compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City and COUSD, its officers, agents, employees and volunteers.
C. Insurance Requirements not Limiting. City and COUSD does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City or COUSD, or the deposit with City or COUSD, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section 10 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability, tax, assessment, penalty or interest asserted against City.
D. Survival of Terms. Consultant’sindemni?cations and obligations under this Section 10 shall survive the expiration or termination of this Agreement
11. Insurance.
A. Minimum Scope and Limits of Insurance. Consultant shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1) Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Two Million Dollars ($2,000,000) per project or location. If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.
2) Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Consultant does not use any owned, non-owned or hired vehicles in the performance of services under this Agreement, Consultant shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under Subparagraph A. l) ofthis Section 11.
3) Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Consultant has no employees while performing services under this Agreement, workers’ compensation policy is not required, but Consultant shall provide an executed declaration that it has no employees.
B. Acceptabilitv of Insurers. The insurance policies required under this Section 11 shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self-insurance shall not be considered to comply with the insurance requirements under this Section 11.
C. Additional Insured. The commercial general and automobile liability policies shall contain an endorsement naming the City and COUSD, its officers, employees, agents and volunteers as additional insureds.
D. Primary and Non-Contributing. The insurance policies required under this Section 11 shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to City and COUSD. Any insurance or self-insurance maintained by City and COUSD, its officers, employees, agents or volunteers, shall be in excess of Consultant’s insurance and shall not contribute with It.
E. Consultant’s Waiver of Subrogation. The insurance policies required under this Section 11 shall not prohibit Consultant and Consultant’s employees, agents or subcontractors from waiving the right of subrogation prior to a loss. Consultant hereby waives all rights of subrogation against City and COUSD.
F. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be approved by City and COUSD. At City’s and COUSD’s option, Consultant shall either reduce or eliminate the deductibles or self —insuredretentions with respect to City or COUSD, or Consultant shall procure a bond guaranteeing payment of losses and expenses.
G. Cancellations or Modifications to Coverage. Consultant shall not cancel, reduce or otherwise modify the insurance policiesrequired by this Section ll during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail thirty (30) calendar days’ prior written notice to the City and COUSD. If any insurance policy required under this Section 11 is canceled or reduced in coverage or limits, Consultant shall, within two (2) business days of notice from the insurer, phone, fax or notify City via certified mail, return receipt requested, of the cancellation of or changes to the policy.
H. City and COUSD Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section 11 in full force and effect during the term of this Agreement, or in the event any of Consultant’s policies do not comply with the requirements under this Section 11, City and COUSD may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City and COUSD may, but has no duty to, take out the necessary insurance and pay, at Consultant’s expense, the premium thereon. Consultant shall promptly reimburse City and COUSD for any premium paid by City and COUSD, or City and COUSD may withhold amounts sufficient to pay the premiums from payments due to Consultant.
I. Evidence of Insurance. Prior to the performance of services under this Agreement, Consultant shall furnish City’s and COUSD’s Rick Manager with a certificate or certi?cates of insurance and all original endorsements evidencing and effecting the coverages required under this Section ll. The endorsements are subject to City’s and COUSD’s approval. Consultant may provide complete, certified copies of all required insurance policies to City and COUSD. Consultant shall maintain current endorsements on file with City’s and COUSD’s Risk manager. Consultant shall provide proof to City’s and COUSD’s Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.
J. Indemnity Requirements not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant’s liability or as full performance of Consultant’s duty to indemnify City and COUSD under Section 10 of this Agreement.
K. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section 11.
12. Mutual Cooperation.
A. City’s Cooperation. City and COUSD shall provide Consultant with all pertinent data, documents and other requested information as is reasonably available for Consultant’s proper performance of the services required under this Agreement.
B. Consultant’s Cooperation. In the event any claim or action is brought against the City or COUSD relating to Consultant’s performance or services rendered under this agreement, Consultant shall render any reasonable assistance that City or COUSD requires.
13. Records and Inspections. Consultant shall maintain ?.1lland accurate records with respect to all matters covered under this Agreement for a period of ?ve (5) years. Consultant shall, without charge, provide City or COUSD with access to the records during normal business hours. City or COUSD may examine and audit the records and make transcripts therefrom, and inspect all program data, documents, proceedings and activities.
14. Termination or Suspension of Agreement.
A. Right to Terminate or Suspend. City or COUSD may terminate or suspend this Agreement at any time, at Will, for any reason or no reason, after giving written notice to the other parties (i.e. Consultant and non-terrninatingparty) at least seven (7) calendar days before the termination or suspension is to be effective. Consultant may terminate this Agreement at any time, at will, for any reason or no reason, after giving written notice to City and COUSD at least sixty (60) calendar days before the termination is to be effective.
B. Obligations upon Termination. Consultant shall cease all work under this Agreement on or before the effective date of termination speci?ed in the notice of termination. In the event of City’s or COUSD’s termination of this Agreement due to no fault or failure of performance by Consultant,City and COUSD shall pay Consultant based on the percentage of work satisfactorily performed up to the effective date of termination. In no event shall Consultant be entitled to receive more than the amount that would be paid to Consultant for the full performance of the services required by this Agreement.
15. Force Majeure. Consultant shall not be liable for any failure to perform its obligations under this Agreement if Consultant presents acceptable evidence, in City’s or COUSD’s sole judgement, that such failure was due to strikes, lockouts, labor disputes, embargoes, acts of God, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental controls,judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond Consultant’s reasonable control and not due to any act by Consultant.
16. Notices. Any notices, consents requests, demands,bills, invoices,reports or other communications which either party may desire to give to the other party under this Agreement must be in writing and conclusively deemed effective; (1) on personal delivery, (b) on con?rmed delivery by reputable document delivery service or courier service during Consultant’s and City’s and COUSD’s regular businesshours,(or (C) ?ve business days after deposit in the United States mail, by first class mail, postage prepaid, and addressedto the party to be notified as set forth below:
If to City: If to COUSD If to Consultant:
Attn: Attn: Karyl Brandford, CBO
City Of Covina Charter Oak Unified School District
125 E. College Street 20240 E. Cienega Avenue
Covina, CA 91723 Covina, CA 91724
17. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor or applicant for employmentbecause of race, color,religious, creed,sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information,sexual orientation or other basis prohibited by law. Consultant will take affirmative action to ensure that subcontractors and applicantsare employed, and that employees are treated duringemployment, without regard to their race, color religious creed,sex, gender, gender identity, gender expression, marital
18. Prohibition of Assignment and Delegation. Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s and COUSD’s prior written consent. City’s and COUSD’s consent to an assignment of rights under this Agreement shall not release Consultant from any of its obligations or alter any of its primary obligations to be performed under this Agreement. Any attempted assignment or delegation in violation of this Section 18 shall be void and of no effect and shall entitle City or COUSD to terminate this Agreement. As used in this Section 18, “assignment” and “delegation” means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs.
19. No Third Party Bene?ciaries Intended. Except as otherwise provided in Section 10, this Agreement is made solely for the benefit of the parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.
20. Waiver. No delay or omission to exercise any right, power or remedy accruing to City or COUSD under this Agreement shall impair any right, power or remedy of City or COUSD, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states.
21. Exhibits. Exhibits A and B constitute a part of this Agreement and are incorporated into this Agreement by this reference. If any inconsistency exits or arises between. a provision of this Agreement and a provision of any exhibit the provisions of this Agreement shall control.
22. Entire Agreement. This Agreement and all exhibits referred to in this Agreement constitute the ?nal, complete and exclusive statement of the terms of the agreement between the parties pertaining to the subject matter of this Agreement and supersede all other prior or contemporaneous oral or written understandings and agreements of the parties. No party has been induced to enter into this Agreement by, nor is any party relying on, any representation or warranty except those expressly set forth in this Agreement
23. Amendment of Agreement. This Agreement may be amended only by a writing signed by all parties. The City Manager and the Superintendent are authorized to sign an amendment to this Agreement on the City Council’s and COUSD Board’s behalf and without the City Council’s or the COUSD Board’s prior approval to make the following non-substantive modifications to the Agreement: (a) name changes; (b) non-monetary extensions of time; (c) non-monetary changes in the scope of work; and (d) termination of the Agreement.
24. Headings. The headings in this Agreement are included solely for convenience of reference and shall not affect the interpretation of any provision of this Agreement or any of the rights or obligations of the parties to this Agreement.
25. Word Usage. Unless the context clearly requires otherwise, (a) the words “shall,” “will” and “agrees” are mandatory and “may” is permissive; (b) “or” is not exclusive; and (c) “includes” or “including” are not limiting.
26. Time of the Essence. Time is of the essence in respect to all provision of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a party of the benefits of any grace or use period allowed in this Agreement.
27. Governing Law and Choice of Forum. This Agreement, and any dispute arising from the relationship between the parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a municipal, superior or federal court with geographic jurisdiction over the City of Covina and COUSD.
28. Attorneys’ Fees. In any litigation or other proceeding by which one party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be awarded reasonable attorneys’ fees together with any costs and expenses, to resolve the dispute and to enforce the ?nal judgement.
29. Severability. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, invalid or unenforceable for any reason, the validity of and enforceability of the remaining provisions of this Agreement shall not be affected and continue in full force and effect.
30. Authority to Execute Agreement. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.
The parties, through their duly authorized representatives, are signing this Agreement on the date stated in the introductory clause.
City: ant:
_n
x /
City tovina, Cali omi Municipal [All City management Services], Corpo tion " a [Corporation] By: \§ By:
Name: David Povero Name:
Title: Chief of Police Title:
By:
Name:
Title:
COUSD:
Charter Oak Unified School District (Two signatures ofcorporate officersrequired For corporations under Corporations Code
Section 313, unless corporate documents
Authorize only one person to Sign this
Agreement on behalfofthe corporation.)
Name: Karyl
Title; Chief Business Officer
ATTEST:
By:
Name: Georgianna Nicole Alvarez
Title: Chief Deputy City Clerk
APPROVED AS TO FORM:
By:
Name: Candice K. Lee
Title: City Attorney
EXHIBIT A
APPROVED FEE SCHEDULE
Six (6) sites at 3.0 hours per day.
18 total hours per day X 180 days per year X $24.42 hourly billing rate = $79,120.80 PSA 50% - 50% Split
$39,560.40 Charter Oak Unified School District
$39,500.40 City of Covina
EXHIBIT B
SCOPE OF SERVICES
All City Management Services shall provide crossing guard service/trained and uniformed personnel at the following designated six (6) sites within Charter Oak Unified School District on all days in which school is in session during the regular school year (excluding summer school session).
Old Badillo/Reeder
Badillo/Reader (SW)
Cienega/Glendora (SW)
Sun?ower/Benwood
Badillo/Glendora (SW)
Badillo/Glendora (NW)
12923-0001\1917425v3.doc
PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Agreement”) is dated August 1, 2022 (“Effective Date”) and is between the City of Covina, a California municipal corporation (“City”) and Covina Valley Unified School District, hereinafter referred to as “CVUSD” and All City Management Services Inc, (“Consultant”). City, CVUSD and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.
RECITALS
A. City desires to utilize the services of Consultant as an independent contractor to provide crossing guard services.
B. Consultant represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.
C. City desires to retain Consultant and Consultant desires to serve City and CVUSD to perform these services in accordance with the terms and conditions of this Agreement.
The parties therefore agree as follows:
1. Term of Agreement. The term of this Agreement shall be from the Effective Date through June 30, 2023, unless sooner terminated as provided in Section 14 of this Agreement.
2. Compensation.
A. Compensation. The City and CVUSD each shall be responsible for 50% of the total cost of the crossing guard services. As full compensation for Consultant’s services provided under this Agreement, City shall pay Consultant a sum not to exceed $59,340.60 and CVUSD shall pay Consultant a sum not to exceed $59,340.60 for a total not-to-exceed Agreement amount of ONE
HUNDRED AND EIGHTEEN THOUSAND, SIX HUNDRED AND EIGHTY-ONE DOLLARS AND TWENTY CENTS ($118,681.20) (the “maximum compensation”), for the term of this Agreement and based on the hourly rates set forth in the Approved Fee Schedule, attached hereto as Exhibit A. Any terms in Exhibit A, other than the payment rates and schedule of payment, are null and void.
B. Additional Services. City and CVUSD shall not allow any claims for additional services performed by Consultant, unless the City Council and the CVUSD Board and the Consultant Representative authorize the additional services in writing prior to Consultant’s performance of the additional services or incurrence of additional expenses. Any additional services or expenses authorized by the City Council and the CVUSD Board shall be compensated at the hourly rates set forth in Exhibit A, or, if not specified, at a rate mutually agreed to by the parties. Additional service includes crossing guard service for summer school. City and CVUSD shall make payment for additional services and expenses in accordance with Section 4 of this Agreement.
12923-0001\1917425v3.doc
3. Consultant’s Services.
A. Scope of Services. Consultant shall perform the services described in the Scope of Services, attached as Exhibit B. City and CVUSD, upon mutual agreement with each other, may request, in writing, changes in the scope of services to be performed. Any changes mutually agreed upon by the three parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.
B. Party Representatives. For the purposes of this Agreement, the City Representative shall be the City Manager, or such other person designated in writing by the City Manager (the “City Representative”), and the CVUSD representative shall be the Superintendent (the “CVUSD Representative”). For the purposes of this Agreement, the Consultant Representative shall be Baron Farwell (the “Consultant Representative”). The Consultant Representative shall directly manage Consultant’s services under this Agreement. Consultant shall not change the Consultant Representative without City’s and CVUSD’s prior written consent. .
C. Time for Performance. Consultant shall commence the services on the effective Date and shall perform all services by the deadline established by the City Representative and the CVUSD Representative or, if no deadline is established, with reasonable diligence.
Crossing guard service shall be performed during the regular school year.
D. Standard of Performance. Consultant shall perform all services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City and CVUSD.
E. Personnel. Consultant has, or will secure at its own expense, all personnel required to perform the services required under this Agreement. All of the services required under this Agreement shall be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such services. Consultant shall determine the means, methods, and details by which Consultant’s personnel will perform the services under this Agreement. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the services and compliance with the customary professional standards.
F. Compliance with Laws. The Consultant shall keep itself informed of all local, state and federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City and its agents shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.
4. Method of Payment.
A. Invoices. Consultant shall submit to both City and CVUSD an invoice, on a biweekly basis, for actual services performed pursuant to this Agreement. The basis of payment
12923-0001\1917425v3.doc
shall be per hour worked. The invoice shall be accompanied by supporting documents enumerating the hours worked at each school site for the invoice period. The invoice shall also itemize: 1) the total amount owed for services rendered during the invoice period; and 2) the City’s 50% share of the amount owed for the invoice period and the CVUSD’s 50% share of the amount owed for the invoice period, pursuant to Section 2.A of this Agreement. If City or CVUSD disputes any of Consultant's fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice.
B. Payment. City and CVUSD shall pay all undisputed invoice amount within thirty (30) calendar days after receipt, up to the maximum compensation set forth in Section 2 of this Agreement. City and CVUSD shall not withhold federal payroll, state payroll or other taxes, or other similar deductions, from payments made to Consultant.
C. Audit of Records. Consultant shall make all records, invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this agreement available during Consultant’s regular working hours to City for review and audit by City or CVUSD.
5. Ownership of Documents. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed (“written products”) pursuant to this Agreement shall become the sole property of the City and CVUSD without restriction or limitation upon its use and may be used, reused, disseminated or otherwise disposed of by the City or CVUSD without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City and CVUSD, upon reasonable written request by the City or CVUSD, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. Consultant may take and retain copies of the written products as desired, but the written products shall not be the subject of a copyright application by Consultant.
6. Independent Contractor.
A. Consultant is, and shall at all times remain as to City and CVUSD, a wholly independent contractor and not an employee of City or CVUSD. The personnel performing the services under this Agreement on behalf of Consultant shall also not be employees of City or CVUSD and shall at all times be under Consultant's exclusive direction and control. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City. Neither City nor CVUSD nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees. Consultant shall not, at any time, or in any manner, represent that it or any of its officers, agents or employees are in any manner employees of City or CVUSD.
Consultant and Consultant’s personnel shall not supervise any of City or CVUSD employees; and City’s or CVUSD’s employees shall not supervise Consultant’s personnel. Consultant’s personnel shall not wear or display any City or CVUSD uniform, badge, identification number, or other
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information identifying such individual as an employee of City or CVUSD; and Consultant’s personnel shall not use any City or CVUSD e-mail address or City or CVUSD telephone number in the performance of any of the services under this Agreement. Consultant shall acquire and maintain, at its sole cost and expense, such vehicles, equipment, and supplies as Consultant’s personnel require to perform any of the services required by this Agreement.
B. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City and CVUSD shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City or CVUSD. City and CVUSD shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant’s personnel in connection with their performance of the services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, state, or federal policy, rule, regulation, statute or ordinance to the contrary, Consultant and any of its officers, employees, agents, and subcontractors providing any of the services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City or CVUSD, including, but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System (“PERS”) as an employee of City or California State Teachers’ Retirement System (“CalSTRS”) as an employee of CVUSD, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits or CalSTRS benefits.
C. Consultant shall indemnify and hold harmless City and CVUSD and their elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City and CVUSD officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s personnel practices. or to the extent arising from, caused by, or relating to the violation of any of the provisions of this Section 6. In addition to all other remedies available under law, City and CVUSD shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City and CVUSD from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 6. This duty of indemnification is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.
7. PERS Compliance and Indemnification.
A. General Requirements. The parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other
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personnel to City to perform the services under this Agreement, Consultant shall assure compliance with the Public Employees’ Retirement Law, commencing at Government Code Section 20000, the regulations of PERS, and the Public Employees’ Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations.
B. Indemnification. Consultant shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify, and hold harmless City, and its City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s violation of any provisions of this Section 7. This duty of indemnification is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.
8. Confidentiality. All data, documents, discussion, or other information (collectively “data”) developed or received by Consultant or provided for performance of this Agreement are deemed confidential. Consultant shall keep all data confidential and shall not disclose any data to any person or entity without City’s and CVUSD’s prior written consent. City and CVUSD shall grant such consent if disclosure is legally required. Consultant shall return all data to City and CVUSD upon the expiration or termination of this Agreement. Consultant’s covenant under this Section 8 shall survive the expiration or termination of this Agreement.
9. Conflicts of Interest. Consultant and its officers, employees, associates and subcontractors, if any, shall comply with all conflict of interest statutes of the State of California applicable to Consultant’s services under this Agreement, including the Political Reform Act (Gov.
Code, § 81000 et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant may perform similar services for other clients, but Consultant and its officers, employees, associates and subcontractors shall not, without the City Representative’s or CVUSD Representative’s prior written approval, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Consultant shall incorporate a clause substantially similar to this Section 9 into any subcontract that Consultant executes in connection with the performance of this Agreement.
10. Indemnification.
A. Indemnities for Third Party Claims.
1) To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and CVUSD and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City and
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CVUSD agents serving as independent contractors in the role of City and CVUSD officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties.
Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liability with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
2) Consultant shall pay all required taxes on amounts paid to Consultant under this Agreement, and indemnify and hold City and CVUSD harmless from any and all taxes, assessments, penalties and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant shall fully comply with the workers’ compensation law regarding Consultant and Consultant’s employees. Consultant shall indemnify and hold City and CVUSD harmless from any failure of Consultant to comply with applicable workers’ compensation laws. City and CVUSD may offset against the amount of any fees due to Consultant under this Agreement any amount due to City and CVUSD from Consultant as a result of Consultant’s failure to promptly pay to City or CVUSD any reimbursement or indemnification arising under this Subparagraph A. 2).
3) Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section 10 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Consultant’s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties.
B. Workers’ Compensation Acts Not Limiting. Consultant’s indemnifications and obligations under this Section 10, or any other provision of this Agreement, shall not be limited
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by the provisions of any workers’ compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City and CVUSD, its officers, agents, employees and volunteers.
C. Insurance Requirements not Limiting. City and CVUSD does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City or CVUSD, or the deposit with City or CVUSD, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section 10 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability, tax, assessment, penalty or interest asserted against City.
D. Survival of Terms. Consultant’s indemnifications and obligations under this Section 10 shall survive the expiration or termination of this Agreement.
11. Insurance.
A. Minimum Scope and Limits of Insurance. Consultant shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1) Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Two Million Dollars ($2,000,000) per project or location.
If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.
2) Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Consultant does not use any owned, non-owned or hired vehicles in the performance of services under this Agreement, Consultant shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under Subparagraph A. 1) of this Section 11. 3) Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Consultant has no employees while performing services under this Agreement, workers’ compensation policy is not required, but Consultant shall provide an executed declaration that it has no employees.
B. Acceptability of Insurers. The insurance policies required under this Section 11 shall be issued by an insurer admitted to write insurance in the State of California with a rating of
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A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self-insurance shall not be considered to comply with the insurance requirements under this Section 11.
C. Additional Insured. The commercial general and automobile liability policies shall contain an endorsement naming the City, its officers, employees, agents and volunteers as additional insureds.
D. Primary and Non-Contributing. The insurance policies required under this Section 11 shall apply on a primary non-contributing basis in relation to any other insurance or selfinsurance available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Consultant’s insurance and shall not contribute with it.
E. Consultant’s Waiver of Subrogation. The insurance policies required under this Section 11 shall not prohibit Consultant and Consultant’s employees, agents or subcontractors from waiving the right of subrogation prior to a loss. Consultant hereby waives all rights of subrogation against City.
F. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be approved by City. At City’s option, Consultant shall either reduce or eliminate the deductibles or self-insured retentions with respect to City, or Consultant shall procure a bond guaranteeing payment of losses and expenses.
G. Cancellations or Modifications to Coverage. Consultant shall not cancel, reduce or otherwise modify the insurance policies required by this Section 11 during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail thirty (30) calendar days’ prior written notice to City. If any insurance policy required under this Section 11 is canceled or reduced in coverage or limits, Consultant shall, within two (2) business days of notice from the insurer, phone, fax or notify City via certified mail, return receipt requested, of the cancellation of or changes to the policy.
H. City Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section 11 in full force and effect during the term of this Agreement, or in the event any of Consultant’s policies do not comply with the requirements under this Section 11, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant’s expense, the premium thereon. Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant.
I. Evidence of Insurance. Prior to the performance of services under this Agreement, Consultant shall furnish City’s Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section 11. The
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endorsements are subject to City’s approval. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with City’s Risk Manager. Consultant shall provide proof to City’s Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.
J. Indemnity Requirements not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant’s liability or as full performance of Consultant’s duty to indemnify City under Section 10 of this Agreement.
K. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section 11.
12. Mutual Cooperation.
A. City’s Cooperation. City and CVUSD shall provide Consultant with all pertinent data, documents and other requested information as is reasonably available for Consultant’s proper performance of the services required under this Agreement.
B. Consultant’s Cooperation. In the event any claim or action is brought against the City or CVUSD relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance that City or CVUSD requires.
13. Records and Inspections. Consultant shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of five (5) years. Consultant shall, without charge, provide City or CVUSD with access to the records during normal business hours. City or CVUSD may examine and audit the records and make transcripts therefrom, and inspect all program data, documents, proceedings and activities.
14. Termination or Suspension of Agreement.
A. Right to Terminate or Suspend. City or CVUSD may terminate or suspend this Agreement at any time, at will, for any reason or no reason, after giving written notice to the other parties (i.e., Consultant and non-terminating party) at least seven (7) calendar days before the termination or suspension is to be effective. Consultant may terminate this Agreement at any time, at will, for any reason or no reason, after giving written notice to City and Consultant at least sixty (60) calendar days before the termination is to be effective.
B. Obligations upon Termination. Consultant shall cease all work under this Agreement on or before the effective date of termination specified in the notice of termination. In the event of City’s or CVUSD’s termination of this Agreement due to no fault or failure of performance by Consultant, City and CVUSD shall pay Consultant based on the percentage of work satisfactorily performed up to the effective date of termination. In no event shall Consultant
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be entitled to receive more than the amount that would be paid to Consultant for the full performance of the services required by this Agreement.
15. Force Majeure. Consultant shall not be liable for any failure to perform its obligations under this Agreement if Consultant presents acceptable evidence, in City’s or CVUSD’s sole judgment, that such failure was due to strikes, lockouts, labor disputes, embargoes, acts of God, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental controls, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond Consultant’s reasonable control and not due to any act by Consultant.
16. Notices. Any notices, consents, requests, demands, bills, invoices, reports or other communications which either party may desire to give to the other party under this Agreement must be in writing and conclusively deemed effective: (a) on personal delivery, (b) on confirmed delivery by reputable document delivery service or courier service during Consultant’s and City's and CVUSD’s regular business hours, or (c) five business days after deposit in the United States mail, by first class mail, postage prepaid, and addressed to the party to be notified as set forth below:
If to City: If to Consultant:
Attn:__________________ ________________________
City of Covina ________________________
125 E. College Street| ________________________
Covina, California 91723 ________________________
________________________
17. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law.
Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.
18. Prohibition of Assignment and Delegation. Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s and CVUSD’s prior written consent. City’s and CVUSD’s consent to an assignment of rights under this Agreement shall not release Consultant from any of its obligations or alter any of its primary obligations to be performed under this Agreement. Any attempted assignment or delegation in violation of this Section 18 shall be void and of no effect and shall entitle City to terminate this Agreement. As used in this Section 18, “assignment” and “delegation” means any sale, gift,
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pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs.
19. No Third Party Beneficiaries Intended. Except as otherwise provided in Section 10, this Agreement is made solely for the benefit of the parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.
20. Waiver. No delay or omission to exercise any right, power or remedy accruing to City or CVUSD under this Agreement shall impair any right, power or remedy of City or CVUSD, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states.
21. Exhibits. Exhibits A and B constitute a part of this Agreement and are incorporated into this Agreement by this reference. If any inconsistency exists or arises between a provision of this Agreement and a provision of any exhibit, the provisions of this Agreement shall control.
22. Entire Agreement. This Agreement and all exhibits referred to in this Agreement constitute the final, complete and exclusive statement of the terms of the agreement between the parties pertaining to the subject matter of this Agreement and supersede all other prior or contemporaneous oral or written understandings and agreements of the parties. No party has been induced to enter into this Agreement by, nor is any party relying on, any representation or warranty except those expressly set forth in this Agreement.
23. Amendment of Agreement. This Agreement may be amended only by a writing signed by all parties. The City Manager and the Superintendent are authorized to sign an amendment to this Agreement on the City Council’s and CVUSD Board’s behalf and without the City Council’s or the CVUSD Board’s prior approval to make the following non-substantive modifications to the Agreement: (a) name changes; (b) non-monetary extensions of time; (c) non-monetary changes in the scope of work; and (d) termination of the Agreement.
24. Headings. The headings in this Agreement are included solely for convenience of reference and shall not affect the interpretation of any provision of this Agreement or any of the rights or obligations of the parties to this Agreement.
25. Word Usage. Unless the context clearly requires otherwise, (a) the words “shall,” “will” and “agrees” are mandatory and “may” is permissive; (b) “or” is not exclusive; and (c) “includes” or “including” are not limiting.
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26. Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a party of the benefits of any grace or use period allowed in this Agreement.
27. Governing Law and Choice of Forum. This Agreement, and any dispute arising from the relationship between the parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a municipal, superior or federal court with geographic jurisdiction over the City of Covina.
28. Attorneys’ Fees. In any litigation or other proceeding by which one party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be shall be awarded reasonable attorneys’ fees together with any costs and expenses, to resolve the dispute and to enforce the final judgment.
29. Severability. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, invalid or unenforceable for any reason, the validity of and enforceability of the remaining provisions of this Agreement shall not be affected and continue in full force and effect.
30. Authority to Execute Agreement. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.
[SIGNATURE PAGE FOLLOWS]
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The parties, through their duly authorized representatives, are signing this Agreement on the date stated in the introductory clause.
City:
City of Covina, California Municipal
Corporation
By: ______________________________
Name: David Povero
Title: Chief of Police
CVUSD:
Covina Valley Unified School District
By:_____________________________
Name:___________________________
Title:____________________________
ATTEST:
By:
Name: Fabian Velez
Title: Deputy City Clerk
Consultant:
[All City Management Services],
a [Corporation]
By: ________________________
Name: _____________________
Title: ______________________
By: _______________________
Name: _____________________
Title: ______________________
(Two signatures of corporate officers required
for corporations under Corporations Code
Section 313, unless corporate documents
authorize only one person to sign this
Agreement on behalf of the corporation.)
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EXHIBIT A
APPROVED FEE SCHEDULE
Nine (9) sites at 3.0 hours per day.
27 total hours per day X 180 days per year X $24.42 hourly billing rate = $118,681.20 PSA 50% - 50% Split
$59,340.60 Covina Valley Unified School District
$59,340.60 City of Covina
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EXHIBIT B
SCOPE OF SERVICES
All City Management Services shall provide crossing guard service/trained personnel at the following designated nine (9) sites within Covina Valley Unified School District on all days in which school is in session during the regular school year (excluding summer school session). • Barranca/Workman (NW)
• Fourth/Cypress (IFOS)
• Grove Center/Lark Ellen (SE)
• Lark Ellen/Bridger (NE)
• Prospero/Covina (SW)
• Prospero/Cypress (NW)
• Puente/DeLay
• Armel/Badillo (NW)
• Armel/Puente East (NW)
CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 12
Meeting: CC Regular Meeting - Jun 21 2022
Title: Maintenance Service Agreement with Leverage Information System Presented By: David Povero, Chief of Police
Recommendation: Approve the purchase of an annual maintenance service agreement with Leverage Information System for the city-wide camera system and authorize City Manager or his designee to sign service agreement.
EXECUTIVE SUMMARY / BACKROUND:
Since 2015, the City of Covina has gradually introduced surveillance cameras at key locations in the city as a tool to assist in monitoring and policing crime in Covina. The cameras provide video monitoring of areas that include Downtown Covina, the Police Station/Jail, City Hall, the Downtown Parking Structure, the Metrolink parking areas, Heritage Park, and Cougar Park. The goal has been to provide 24-hour surveillance at these key locations as another way to patrol the city and to help deter crime.
DISCUSSION:
This annual maintenance agreement is in the amount of $38,879.77 This includes on-site support to fix existing hardware. This maintenance service ensures that the entire surveillance system functions properly throughout the year.
FISCAL IMPACT:
No new funds are being requested. Sufficient funds are available in the proposed FY 22-23 budget under Account 1010 1450 52480.
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
Not applicable.
ATTACHMENTS:
Attachment A - Leverage Maintenance Renewal Quote
Respectfully submitted,
Date:
No.: 2202468
05/26/2022
Quote Leverage Information
Systems
Phone: (425) 482-9200
Fax: (425) 485-9400
PO Box 630
Woodinville, WA 98072
Prepared for: Prepared by: Colin McElroy
Raymond Navera (626) 384-5603 Account No.: 3429
City of Covina Type: Open Market
Job: Leverage Maintenace Renewal - 22-23'
CLIN Qty. Item ID Description UOM Ea. Price Total
PRICING QUOTED HEREIN IS FOR MAINTENANCE TO BE PAID IN FULL AT THE TIME IT IS REGISTERED.
SHOULD YOU PREFER MONTHLY OR QUARTERLY BILLING IN ARREARS, THE BELOW PRICING DOES NOT APPLY.
THE PRODUCTS LISTED BELOW ARE CURRENTLY SUPPORTED UNDER LEVERAGE MAINTENANCE CONTRACT 2170583 WITH A PERIOD OF PERFORMANCE OF 7/1/21 - 6/30/22.
THE PURPOSE OF THIS QUOTE IS TO RENEW LEVERAGE MAINTENANCE SUPPORT FOR THESE PRODUCTS WITH A NEW PERIOD OF PERFORMANCE OF 7/1/22 - 6/30/23. *NOTE - THIS QUOTE IS FOR LEVERAGE ONSITE SUPPORT, CISCO SMARTNET, & SIKLU EXTENDED SUPPORT ONLY. ONSITE SUPPORT INCLUDES A BEST EFFORT TO FIX HARDWARE ISSUES HOWEVER REPAIR OR REPLACEMENT OF FAILED EQUIPMENT IS NOT COVERED. _______________________________________________________________________ - Senior Center -
LM-WS-C2960X-24PS- EA
L-OS-1YR
001 1 12 Months On-Site NBD Support (8-5/ M-F) $434.44 $434.44 002 1 CON-SNT-WSC224SL SNTC-8X5XNBD Catalyst 2960-X 24 G EA $228.22 $228.22 Serial Number:
FJC2301W27T
LM-EH600TX-Kit-OS-1 EA
YR
003 1 12 Months On-Site NBD Support (8-5/ M-F) $500.39 $500.39 004 2 SR-ELITE-1Y-T SikluCare "Elite" support plan - 1-year plan EA $92.53 $185.06 Serial Numbers:
T.BJF8BL0005
T.BJF8BL0119
LM-GXT4-2000RT120 EA
-OS-1YR
005 1 12 Months On-Site NBD Support (8-5/ M-F) $267.87 $267.87 Serial Numbers:
1826902282AFBB3
LM-PNM-9020V-OS-1 EA
YR
006 2 12 Months On-Site NBD Support (8-5/ M-F) $244.76 $489.51 Serial Numbers:
ZGHT70GK8000JWR
ZGHT70GK8000JYE
LM-QNV-7080R-OS-1 EA
YR
007 3 12 Months On-Site NBD Support (8-5/ M-F) $84.17 $252.51 custom quote - clin.rpt Page 2 of 13 Printed: 06/08/2022, 9:01 AM Page 1 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Serial Numbers:
ZG6E6V4K9001ZNK
ZG6E6V4K9001ZTP
ZG6E6V4M5000L3B
LM-XNP-6120H-OS-1Y EA
R
008 2 12 Months On-Site NBD Support (8-5/ M-F) $231.16 $462.32 Serial Numbers:
ZG9Y6V4K90003NH
ZG9Y6V4K900040R
LM-XNV-6120R-OS-1Y EA
R
009 1 12 Months On-Site NBD Support (8-5/ M-F) $203.96 $203.96 Serial Number:
ZFGR70GJ80000JM
_______________________________________________________________________ - Change Order: Covert Interview Room Camera -
Leverage Onsite Support for TruVision Covert Motion Detector (Non-Functioning) 550 TVL Color,
0.4 lux, 2.8mm lens, 12vdc only.
LM-TVC-PIR2-HR-OS- EA
1YR
010 1 12 Months On-Site NBD Support (8-5/ M-F) $21.61 $21.61 Serial Number:
N/A
_______________________________________________________________________ - Change Order: Sobering Cell Camera Replacement -
Leverage Onsite Support for Samsung Network Dome Camera (3MP, Motorized Simple Focus). 011 1 LM-SND-7084-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $142.60 $142.60 Serial Number:
KHYH6V2G1000DJY
_______________________________________________________________________ - Change Order: PD Camera Replacements -
LM-SCD-5080 EA
-OS-1YR
012 13 12 Months On-Site NBD Support (8-5/ M-F) $27.05 $351.67 Serial Numbers:
KHYZ6V2G20009YL
KHYZ6V2G2000A0N
KHYZ6V2G2000A1K
KHYZ6V2G2000A2J
KHYZ6V2G2000A3D
KHYZ6V2G2000JMF
KHYZ6V2G2000JNY
KHYZ6V2G2000JPW
KHYZ6V2G2000JQN
KHYZ6V2G2000JRK
KHYZ6V2G2000JSJ
KHYZ6V2G2000JTD
KHYZ6V2G2000JWR
custom quote - clin.rpt Page 3 of 13 Printed: 06/08/2022, 9:01 AM Page 2 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Leverage Onsite Support for Samsung Analog Vandal Dome Camera, 1/3",1 .3MP,1000TVL,True D/N.
013 9 LM-SCV-5082-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $47.44 $426.98 Serial Numbers:
KK8T6V2FC0001YA
KK8T6V2FC000A8M
KK8T6V2FB00009Y
KK8T6V2FB0000EF
KK8T6V2FB0000LX
KK8T6V2FC0000JD
KK8T6V2FC0000KZ
KK8T6V2FC0001QJ
KK8T6V2FC0001WH
Leverage Onsite Support for Samsung Network Dome Camera (3MP, Motorized Simple Focus). 014 1 LM-SND-7084-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $142.60 $142.60 Serial Number:
KHYH6V2G20002LW
_______________________________________________________________________ - Change Order: Workstation Addition -
Leverage Onsite Support for Z230 Mini-tower Workstation - 1 x Processors Supported - 1 x Intel Core i7 i7-4790 Quad-core (4 Core) 3.60 GHz - Jack Black - 16 GB RAM - 32 GB Maximum.
LM-F1M26UT#ABA-O EA
S-1YR
015 1 12 Months On-Site NBD Support (8-5/ M-F) $271.81 $271.81 Serial Number:
N/A
_______________________________________________________________________ - Street Level -
Leverage Onsite Support for M-802.11a dual radio audio, 2 Ethernet Ports, PTZ camera support. 016 4 LM-1050-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $506.69 $2,026.76 Serial Numbers:
1269
1284
1288
1289
Leverage Onsite Supoprt for Samsung Network Dome Camera (3MP, Motorized Simple Focus). 017 6 LM-SND-7084-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $142.60 $855.59 Serial Numbers:
KHYH6V2G10006QJ
KHYH6V2G10006RB
KHYH6V2G10006SD
KHYH6V2G10006TH
KHYH6V2G10006VT
KHYH6V2G10006XR
Leverage Onsite Support for Samsung Network PTZ, 4CIF(704 x 480), H.264/MJPEG/MPEG4, 500?/sec, 360? Endless Pan/-5? ~185? Tilt, 255 Presets, Motorized 30x(3.5~105.3mm), WDR, SSDR, True Day/Night.
custom quote - clin.rpt Page 4 of 13 Printed: 06/08/2022, 9:01 AM Page 3 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
LM-SNP-3302H-OS-1Y EA
R
018 4 12 Months On-Site NBD Support (8-5/ M-F) $401.02 $1,604.06 Serial Numbers:
C6J66V2F90000JP
C6J66V2F90000VJ
C6J66V2F90000YA
C6J66V2F900010R
_______________________________________________________________________ - Cougar Park -
Leverage Onsite Support for Samsung Network Box, 2M(1920x1080), 16:9 Full HD(1080p), H.264/MJPEG, P-Iris support, Simple Focus, Advanced WDR, True Day/Night, SSDR, SSNRIII, Smart Codec.
019 1 LM-SNB-6004-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $115.41 $115.41 Serial Number:
C9036V2F40008NA
Leverage Onsite Support for Axis P1353-E NETWORK CAMERA OUTDOOR FIXED W/ LIGHTFINER & WDR DYNAMIC.
020 1 LM-0527-001-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $129.00 $129.00 Serial Number:
ACCC8E2EFBB8
Leverage Onsite Support for Leverage 802.11a, 4 -Ethernet Ports(1PoE,1PoE+,2Eth), ITX-APE, NVR-2Tb (Raid 0 or Raid 1).
021 1 LM-1060WS-OS-1YR 12 Months On-Site NBD Support (8-3/ M-F ) EA $409.20 $409.20 Serial Number:
1192
Leverage Onsite Support for SightSensor™ - GPS Analytic Target Sensor - Thermal (LWIR), Range of 60m (197 ft), 63° FOV, 24VAC/DC, Ethernet Interface. 022 1 LM-NS60-000-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $679.01 $679.01 Serial Number:
000003578
*NOTE - This product has reached end of support with SightLogix adn extended warranty can no longer be purchased.
Leverage Onsite Support for AXIS P5532-E PTZ NETWORK CAMERA IP66 PTZ 29X ZOOM H.264. 023 1 LM-0312-004-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $326.11 $326.11 Serial Number:
ACCC8E1FE974
_______________________________________________________________________ - Police Department -
Leverage Onsite Support for Axis M7001 Video Encoder - video server - 1 channels. 024 1 LM-0298-001-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $33.85 $33.85 Serial Number:
N/A
Leverage Onsite Support for Axis 4-Channel Encoder with Audio. custom quote - clin.rpt Page 5 of 13 Printed: 06/08/2022, 9:01 AM Page 4 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
025 1 LM-0417-004-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $54.25 $54.25 Serial Number:
ACCC8E427BD4
Leverage Onsite Support for Axis P7216 VIDEO ENCODER 16PORT SFP. 026 2 LM-0542-004-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $217.36 $434.73 Serial Number:
ACCC8E24179C
ACCC8E241850
Leverage Onsite Support for M-802.11a dual radio audio, 2 Ethernet Ports, PTZ camera support. 027 1 LM-1050-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $506.69 $506.69 Serial Number:
1144
Leverage Onsite support for Dell Precision T3610 workstation. 028 5 LM-210-AAXE-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $197.93 $989.62 Serial Numbers:
H5VR942
H5VS942
H5VT942
H5WK942
H5WL942
Leverage Onsite Support & Siklu Warranty for 1.0Gbps, full-duplex, med-range link, E Band Licensed, 12". 2xODU,PoE,MK.
LM-EH-1200FX-KIT-O EA
S-1YR
029 1 12 Months On-Site NBD Support (8-5/ M-F) $1,355.30 $1,355.30 030 2 SR-ELITE-1Y-F SikluCare "Elite" support plan - 1 Year EA $127.71 $255.42 Serial Numbers:
F504096640
F504096614
Leverage Onsite support for Leibert 1000 VA/900 Watts Capacity, 120VAC input & output.
LM-GXT3-1000RT120 EA
-OS-1YR
031 1 12 Months On-Site NBD Support (8-5/ M-F) $144.09 $144.09 Serial Number:
1412403156AF313
Leverage Onsite Support & Cisco SMARTnet for Cisco IE 3000 Switch, 8 10/100 + 2 T/SFP.
LM-IE-3000-8TC-OS-1 EA
YR
032 1 12 Months On-Site NBD Support (8-5/ M-F) $271.20 $271.20 CON-SNT-IE38TC Non-Deliverable SMARTNET 8X5XNBD Cisco EA IE3000 Switch, 8 10/100 + 2 T/SFP
033 1 $271.32 $271.32
Serial Number:
FOC1832V0SV
Leverage Onsite Support for Leverage Detect Appliance; Atom 1.6Ghz Proc, 1Gb RAM, 2x100-240 VAC PS (120watts Max), 4x1TB SATA HDs( 2TB Available),10/100/1000 RJ45, 1 USB2.0.
LM-LEV-DET-APPL-OS EA
-1YR
034 1 12 Months On-Site NBD Support (8-5/ M-F) $1,610.76 $1,610.76 Serial Number:
N/A
custom quote - clin.rpt Page 6 of 13 Printed: 06/08/2022, 9:01 AM Page 5 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Leverage Onsite Support for 16-Channel Video Passive Transceiver Hub. 035 3 LM-NV-1613-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $183.52 $550.55 Serial Number:
N/A
Leverage Onsite Support & Cisco SMARTnet for Catalyst 2960 24 10/100 + 2 T/SFP LAN Lite Image switch.
LM-WS-C2960-24TC- EA
S-OS-1YR
036 1 12 Months On-Site NBD Support (8-5/ M-F) $98.55 $98.55 Serial Number:
FOC1823Y3Q2
*NOTE - The product reached end of support with Cisco on 10/31/19.
Leverage Onsite Support & Cisco SMARTnet for Catalyst 3560V2 24 10/100 + 2 SFP + IPS (Enhanced) Image switch.
LM-WS-C3560V2-24T EA
S-E-OS-1YR
037 1 12 Months On-Site NBD Support (8-5/ M-F) $678.33 $678.33 Serial Number:
FDO1822Y08F
*NOTE: This product reaches end of support with Cisco on 5/31/2021. The period of performance for the Cisco SMARTnet is 7/1/2020 - 5/31/2021.
Leverage Onsite Support for xVault Network Video Recorder 300 Series, 2U 12 Drive (4TB). 038 2 LM-xNVR300-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $2,402.02 $4,804.03 Serial Numbers:
1142412
1241250
Leverage Remote Support for DETECT VMS,
LD-DETECT-VMS-UUL EA
-RS-1YR
DETECT VMS, Professional Video
Management Software (VMS) (Requires
Leverage Detect Appliance)(unlimited User
License). 12 months software support
039 1 $997.00 $997.00
(patches and upgrades).
Leverage Remote Support for DETECT NVR Software.
LD-DETECT-NVR-ENT EA
-RS-1YR
DETECT NVR SW, Licensed to CPU,
Unlimited Number of Recording Streams.
12 months software support (patches and
upgrades).
040 1 $997.00 $997.00
041 1 LM-TI-PG541i-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $48.27 $48.27 Serial Number:
N/A
_______________________________________________________________________ - Parking Garage -
Leverage Onsite Support for M-802.11a dual radio audio, 2 Ethernet Ports, PTZ camera support. 042 1 LM-1050-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $506.69 $506.69 Serial Numbers:
1290
custom quote - clin.rpt Page 7 of 13 Printed: 06/08/2022, 9:01 AM Page 6 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Leverage Onsite Support & Cisco SMARTnet for Cisco IE 3000 Switch, 8 10/100 + 2 T/SFP.
LM-IE-3000-8TC-OS-1 EA
YR
043 1 12 Months On-Site NBD Support (8-5/ M-F) $271.20 $271.20 CON-SNT-IE38TC Non-Deliverable SMARTNET 8X5XNBD Cisco EA IE3000 Switch, 8 10/100 + 2 T/SFP
044 1 $271.32 $271.32
Serial Number:
FOC1832V0QJ
Leverage Onsite Support for Samsung Network PTZ, 4CIF(704 x 480), H.264/MJPEG/MPEG4, 500?/sec, 360? Endless Pan/-5? ~185? Tilt, 255 Presets, Motorized 30x(3.5~105.3mm), WDR, SSDR, True Day/Night.
LM-SNP-3302H-OS-1Y EA
R
045 2 12 Months On-Site NBD Support (8-5/ M-F) $401.02 $802.03 Serial Numbers:
C6J66V2F90000MW
C6J66V2F90000RY
Leverage Onsite Support for Network 15m IR Dome, 2M(1920x1080), 16:9 Full HD(1080p), Motorized Simple Focus 2.8x(3~8.5mm), H.264/MJPEG, Advanced WDR, True Day/Night, SSDR, SSNRII.
046 1 LM-SNV-6084-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $142.60 $142.60 Serial Number:
KHJW6V2FA000ZDP
_______________________________________________________________________ - City Hall -
Leverage Onsite Support for M-802.11a dual radio audio, 2 Ethernet Ports, PTZ camera support. 047 1 LM-1050-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $506.69 $506.69 Serial Number:
1268
Leverage Onsite Support for Samsung Network Box Camera, 3MP, Full HD(1080p), H.264/MJPEG, Electrical D/N,12VDC/PoE
048 1 LM-SNB-7001-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $71.91 $71.91 Serial Number:
C81K6V2C801022V
Leverage Onsite Support for Network Dome Camera 4CIF Vari-focal Lens 3.9x (2.8-11mm). 049 1 LM-SND-3082-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $101.82 $101.82 Serial Number:
N/A
Leverage Onsite Support for Samsung Network PTZ, 4CIF(704 x 480), H.264/MJPEG/MPEG4, 500?/sec, 360? Endless Pan/-5? ~185? Tilt, 255 Presets, Motorized 30x(3.5~105.3mm), WDR, SSDR, True Day/Night.
LM-SNP-3302H-OS-1Y EA
R
050 1 12 Months On-Site NBD Support (8-5/ M-F) $401.02 $401.02 Serial Number:
C6J66V2F90000LT
Leverage Onsite Support & Cisco SMARTnet for Catalyst 2960 24 10/100 + 2 T/SFP LAN Lite Image switch.
custom quote - clin.rpt Page 8 of 13 Printed: 06/08/2022, 9:01 AM Page 7 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
LM-WS-C2960-24TC- EA
S-OS-1YR
051 1 12 Months On-Site NBD Support (8-5/ M-F) $98.55 $98.55 Serial Number:
FOC1823Y3QJ
*NOTE - This product reached end of support with Cisco on 10/31/19. _______________________________________________________________________ - Parking Garage PTZ Replacement -
Leverage Onsite Support for Wisenet III Network PTZ Camera, 1.3MP, HD(720p) 60fps, H.264/MJPEG, Optical Zoom Lens 32x (4.44-142.8mm), 120dB WDR, True D/N, 700°/sec Pan, SD/SDHC/S.
LM-SNP-5321H-OS-1Y EA
R
052 1 12 Months On-Site NBD Support (8-5/ M-F) $394.19 $394.19 Serial Number:
KKDC6V2GB00005B
_______________________________________________________________________ - PD Front Entrance Analog Camera Replacement -
Leverage Onsite Support for 1280H Analog Box Camera, 1/3" 1.3MP CMOS, 1000TVL, True D/N 053 1 LM-SCB-5003-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $32.50 $32.50 Serial Numbers:
KHWS6V2HB000LGW
______________________________________________________________________ - PD Back lot Camera Replacement -
Leverage Onsite Support for 1280H Analog Box Camera, 1/3"1.3MP CMOS, 1000TVL, True D/N. 054 1 LM-SCB-5003-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $32.50 $32.50 Serial Number:
KHWS6V2J20000CR
______________________________________________________________________ - Covina Metrolink Parking/Station -
Leverage Onsite Support & Cisco SMARTnet for Cisco IE3000 switch.
LM-IE-3000-8TC-OS-1 EA
YR
055 2 12 Months On-Site NBD Support (8-5/ M-F) $271.20 $542.39 CON-SNT-IE38TC SNTC-8X5XNBD Cisco IE3000 Switch, 8 EA
10/100 + 2 T/SFP
056 2 $271.32 $542.64
Serial Numbers:
FOC2107V1SR
FOC2108V07G
Leverage Onsite Support & Cisco SMARTnet for Cisco Catalyst 2960X switch.
LM-WS-C2960X-24PS- EA
L-OS-1YR
057 1 12 Months On-Site NBD Support (8-5/ M-F) $434.44 $434.44 058 1 CON-SNT-WSC224SL SNTC-8X5XNBD Catalyst 2960-X 24 G EA $228.22 $228.22 custom quote - clin.rpt Page 9 of 13 Printed: 06/08/2022, 9:01 AM Page 8 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Serial Numbers:
FCW2104E0W2
Leverage Onsite Support & Siklu Extended Warranty for EH1200FX wireless radio.
LM-EH-1200FX-KIT-O EA
S-1YR
059 1 12 Months On-Site NBD Support (8-5/ M-F) $1,355.30 $1,355.30 060 2 SR-ELITE-1Y-F SikluCare "Elite" support plan - 1 Year EA $127.71 $255.42 Serial Numbers:
F640203787
F646208799
Leverage Onsite Support & Siklu Extended Warranty for EH500TX wireless radio.
LM-EH-500TX-KIT-OS EA
-1YR
061 1 12 Months On-Site NBD Support (8-5/ M-F) $394.33 $394.33 062 2 SR-ELITE-1Y-T SikluCare "Elite" support plan - 1-year plan EA $92.53 $185.06 Serial Numbers:
T.BJF66L0027
T.BJF66L0206
Leverage Onsite Support for 2MP Network Box Camera (Full HD, H.264, WDR TRU Day/Night SSRN3).
063 2 LM-SNB-6004-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $115.41 $230.82 Serial Numbers:
C9036V2J1000EGD
C9036V2J1000EHH
Leverage Onsite Support for 5MP box camera: 5MP@20fps, P/D C-iris, Simple Focus, DWDR. 064 1 LM-SNB-8000-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $156.24 $156.24 Serial Number:
KHYL6V2J200016R
Leverage Onsite Support for Network PTZ WN3 Chip Camera (30x Zoom, 120db WDR, Analytics).
LM-SNP-5321H-OS-1Y EA
R
065 3 12 Months On-Site NBD Support (8-5/ M-F) $394.19 $1,182.57 Serial Numbers:
KKDC6V2H9A0064B
KKDC6V2H9A008NZ
KKDC6V2H9A008PT
Leverage Onsite Support for PTZ 43x optical zoom, 60fps, 1 20dB WDR, auto tracking.
LM-SNP-5430H-OS-1Y EA
R
066 1 12 Months On-Site NBD Support (8-5/ M-F) $557.21 $557.21 Serial Number:
KHVY6V2FA000A5E
Leverage Onsite Support for Compact Network Dome Camera (1080p 2MP Wide View Angle). 067 1 LM-SNV-6013-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $24.41 $24.41 Serial Number:
KHUR6V2H80007VR
Leverage Onsite Support for 2MP Network Vandal Dome Camera (WDR POE IP66 3-8.5mm Lens). 068 10 LM-SNV-6084-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $142.60 $1,425.98 custom quote - clin.rpt Page 10 of 13 Printed: 06/08/2022, 9:01 AM Page 9 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Serial Numbers:
KHJW6V2H90016T
KHJW6V2H800E6R
KHJW6V2H90095L
KHJW6V2H90096M
KHJW6V2H90099P
KHJW6V2H9009CW
KHJW6V2H9A00Q9Z
KHJW6V2H9A00QAT
KHJW6V2H9A00QBW
KHJW6V2H9A00QCH
Leverage Onsite Support for Vandal Network IR Dome Camera (2MP, 3-8.5mm, Day/Nite, WDR).
LM-SNV-6084R-OS-1Y EA
R
069 4 12 Months On-Site NBD Support (8-5/ M-F) $156.19 $624.77 Serial Number:
C92L6V2H7000QVF
C92L6V2H7000QWM
C92L6V2H7000QXT
C92L6V2H7000QZX
Leverage Onsite Support for Wisenet III 2MP IR Vandal Dome.
LM-SNV-6085R-OS-1Y EA
R
070 1 12 Months On-Site NBD Support (8-5/ M-F) $176.63 $176.63 Serial Number:
ZC7T6V2H80002GD
______________________________________________________________________ - PD Jail Camera Replacement -
Leverage Onsite Support for 2MP IR Vandal Dome camera.
LM-QNV-6010R-OS-1 EA
YR
071 1 12 Months On-Site NBD Support (8-5/ M-F) $51.53 $51.53 Serial Number:
ZFC870GJ700092E
______________________________________________________________________ - Jail Cameras -
Leverage Onsite Support for 2MP Network IR Vandal-Resistant Camera.
LM-QNV-6010R-OS-1 EA
YR
072 5 12 Months On-Site NBD Support (8-5/ M-F) $51.53 $257.67 Serial Numbers:
ZFC870GJ90004TD
ZFC870GJ90004VH
ZFC870GJ90006RW
ZFC870GJA00007X
ZFC870GJA0000EY
______________________________________________________________________ - Downtown Parking Structure -
custom quote - clin.rpt Page 11 of 13 Printed: 06/08/2022, 9:01 AM Page 10 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
Leverage Onsite Support for Network IR Vandal Dome Camera, 2MP, Full HD(1080p), Motorized Simple Focus Lens 2.8x (3-8.5mm), H.264/MJPEG, WDR, TrueD/N, SD/SDHC/SDXC, 12VDC/24VAC/P.
LM-SNV-6084R-OS-1Y EA
R
073 1 12 Months On-Site NBD Support (8-5/ M-F) $156.19 $156.19 Serial Number:
C92L6V2J100065J
Leverage Onsite Support for Wisenet Lite Network PTZ Camera, 2MP, Full HD(1080p) 30fps, H.264/MJPEG, Optical Zoom Lens 23x (4.44-102.1mm), 100dB WDR, True D/N, 500°/sec Pan, SD/S.
LM-SNP-L6233H-OS-1 EA
YR
074 1 12 Months On-Site NBD Support (8-5/ M-F) $231.02 $231.02 Serial Number:
ZFD970GJB00034F
Leverage Onsite Support for 4MP Vandal Resistant Dome 2.8-12mm motorized varifocal focus.
LM-QNV-7080R-OS-1 EA
YR
075 6 12 Months On-Site NBD Support (8-5/ M-F) $84.17 $505.01 Serial Numbers:
ZH6F70GK2000VWP
ZH6F70GK2000VVF
ZH6F70GK2000VTW
ZH6F70GK20005KM
ZH6F70GK20005HP
ZH6F70GK20004RX
______________________________________________________________________ - PD, FD, & Heritage Plaza Camera Replacements -
Leverge Onsite Support for 1080p Analog HD Vandal-Resistant IR Dome Camera.
LM-SCV-6083R-OS-1Y EA
R
076 1 12 Months On-Site NBD Support (8-5/ M-F) $33.99 $33.99 Serial Number:
ZH5670GK10000GN
Leverage Onsite Support for Wisenet HD+ 2MP, Full HD(1080p) 30fps PTZ camera, Optical zoom lens 32X (4.44~142.6mm), RS485/Up coax (ACP protocol only) PTZ control, true WDR 120dB.
LM-HCP-6320HA-OS-1 EA
YR
077 1 12 Months On-Site NBD Support (8-5/ M-F) $199.88 $199.88 Serial Number:
ZHTV70GK10001WX
Leverage Onsite Support for Wisenet HD+ 4MP box camera, AHD or CVBS formats are available, RS485 /Coaxial Control, true D/N, 24VAC/12VDC (Require 4MP or higher CS Mount Lens). 078 2 LM-HCB-7000-OS-1YR 12 Months On-Site NBD Support (8-5/ M-F) EA $24.48 $48.95 Serial Numbers:
ZFQM70GJA0003MM
ZFQM70GJA0003WA
______________________________________________________________________ - Metrolink: 4th Floor Camera Addition -
custom quote - clin.rpt Page 12 of 13 Printed: 06/08/2022, 9:01 AM Page 11 Date: 05/26/2022
No.: 2202468
Quote
CLIN Qty. Item ID Description UOM Ea. Price Total
LM-PNM-9030V-OS-1 EA
YR
079 2 12 Months On-Site NBD Support (8-5/ M-F) $367.13 $734.26 Serial Numbers:
ZJ7970GKC0001CM
ZJ7970GKC00012F
______________________________________________________________________ - Metrolink: 4th Floor Camera Addition -
LM-QNV-7080R-OS-1 EA
YR
080 1 12 Months On-Site NBD Support (8-5/ M-F) $84.17 $84.17 Serial Number:
ZG6E6V4M5000FZE
Your Price: $38,879.77
Total:
$38,879.77
Prices are firm until 6/25/2022 Terms:
Quoted by: Colin McElroy, [email protected] Date: 5/26/2022 Signature: PO#:_______________ Date:____________
__________
Print Name: Title:_______________
___________
PH# :____________
Disclaimer
Unless otherwise quoted, Standard delivery charges are 30 days ARO. Expedited freight will be charged prepay and add. Please notify your sales rep should you want to use a freight account.
If applicable, sales tax will be charged when invoiced.
Leverage Information Systems 30 day return policy does not apply to changed, opened, or cancelled orders. In the event the customer chooses to change or cancel an order, restocking fees may apply. - Leverage is a Small Business Enterprise
- Pricing is valid for (30) days
- Accepted Methods of Payment - Check or EFT, Please contact your sales rep for re-quote should you like to pay via Credit Card
Tax ID / EIN# 91-1607710
DUNS# 807596051
Cage Code: 0X6H7
Internal / Restricted Classification
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CC Regular Meeting
AGENDA ITEM REPORT
ITEM NO. CC 13
Meeting: CC Regular Meeting - Jun 21 2022
Title: Memorandum(s) of Understanding with Azusa, Covina Valley, and Charter Oak Unified School Districts Regarding School Resource Officers
Presented By: David Povero, Chief of Police
Recommendation: Approve the MOUs to maintain school safety within the three school districts patrolled by the Covina Police Department (CPD). The relationship between CPD and the Azusa, Covina Valley, and Charter Oak Unified School Districts are stronger than ever, despite pandemic recovery challenges and the nationwide concern for school campus violence.
EXECUTIVE SUMMARY / BACKROUND:
Here in Covina, the SRO Program was implemented February 1, 1994 in the Charter Oak Unified School District.
On September 2, 1997, the program expanded to include Gladstone High School of the Azusa Unified School District. Effective September 3, 2002, Covina Valley Unified School District joined the program and an SRO was assigned to each of the three school districts.
DISCUSSION:
In the late 1980’s and early 1990’s, The Covina Police Department also had dedicated Drug Abuse Awareness Instructors (D.A.R.E.) spread throughout the school campuses. The combined efforts of D.A.R.E. and SRO’s had positive impacts on the youth within our community. As law enforcement budgets and priorities changed, so did these programs. D.A.R.E. eventually lost its funding and the CPD School Resource Officer program decreased to two (2) full-time officers. These (2) officers handled calls for service in (3) three separate school districts and (14) fourteen total school campuses throughout the city.
In 2019, the School Resource Officer program added one part-time Police Officer which immediately benefited Azusa and Charter Oak Unified School Districts as well as the entire program by the following:
• Eliminating the need for (1) SRO to manage the campuses of Charter Oak Unified School campuses and Gladstone High School.
• The part-time SRO was assigned to Gladstone HS, 5-days per week at approximately 6 hours/day. • The full-time Covina and Charter Oak Unified School District SRO’s were assigned to the respective district at their 4-days per week, 10 hours/day schedule.
FISCAL IMPACT:
The Police Department is in constant communication with all three school districts and remain flexible as to SRO specific scheduling.
The personnel cost of the existing two full-time and one part-time SRO’s will be reimbursed pursuant to the Memorandum of Understanding between the City of Covina and all three school districts. The Districts will be billed for actual wages and applicable benefits for the positions.
CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):
None
ATTACHMENTS:
Attachment A - SRO MOU Covina Unified 22-23
Attachment B - SRO MOU Charter Oak Unified 22-23
Attachment C - SRO MOU Azusa Unified 22-23
Respectfully submitted,
MEMORANDUM OF UNDERSTANDING
between
CITY OF COVINA AND COVINA VALLEY UNIFIED SCHOOL DISTRICT This Memorandum of Understanding (hereinafter referred to as “MOU” or agreement) is entered into by the City of Covina (City) and Covina Valley Unified School District (District) for the purpose of continuing the School Resource Officer (SRO) to Covina Valley Unified School District, commencing at the start of the 2022-2023 school year.
This MOU will terminate at the conclusion of the last Covina Valley Unified School District 2023 graduation.
It is mutually agreed that the Covina Police Department (Department) will provide a sworn law enforcement officer to Covina Valley Unified School District to act as a School Resource Officer (SRO). This officer will be selected by the Chief of Police and will act first and foremost as a law enforcement officer. The officer may be required to perform duties as the Principal may request in writing within the parameters established by the Covina Police Department and approved by the Chief of Police in writing. Any conflicts in interpretation of the SRO’s duties and responsibilities should be resolved jointly between the Principal and the Chief of Police. Where conflict resolution is not possible, the Chief of Police will retain the authority for the final decision.
The SRO is and shall be at all times remain a wholly independent contractor as to the District. The SRO is and shall remain at all times an employee of the Covina Police Department with all rights, benefits, and privileges thereto and shall be under the City’s exclusive control and direction. As the employer of the SRO, the Covina Police Department will provide Workers’ Compensation Insurance for the SRO, when appropriate depending on the job classification and/or part-time/full-time status. Covina Police Department will pay the SRO’s salary. The District will be billed 100% of the assigned officer’s actual wage, on an hour-by-hour basis for the time assigned to the District. The Department will bill the District for these costs on a monthly basis.
The SRO will ordinarily be attired in a police uniform; however, will work on occasion in plain clothes. The SRO will normally work four (4) days a week, ten (10) hours a day, and will be assigned to the Covina Valley Unified School District. If the SRO is a parttime employee, the City and School District must understand the limitation in hours worked within a Fiscal Year, normally 960 hours. Therefore, communication in hours worked and available hours are essential for the program’s success. The SRO will coordinate all of his/her activities with the Principal and concerned staff members, and will seek permission, guidance, and advice prior to enacting any program within the school.
The SRO’s duties and responsibilities will include, but not be limited to the following:
Safety
• Shall work under the direction and supervision of the Operations Division of the Covina Police Department in cooperation with the school site principal • Act as liaison between the students/staff and the Covina Police Department. • Act as liaison between Covina Police Department and other First Responders through effective communication when responding to emergencies, reports of crime and school safety matters.
• Provide safety to the students and staff by investigating all crimes as it pertains to the identified District sites, and take appropriate action in regard to the law and other applicable statutes.
• Take reasonable precautions to protect the privacy of students as well as promote safety and education.
• Provide intelligence information to the City and the District as it pertains to safety, service, and the prevention of crime.
• Assist staff in matters of school safety through the school day, with attention paid to root causes and referral to appropriate counseling and mentoring services.
Education
• Maintain a friendly, approachable presence at District events. • Promote school attendance and engagement.
• Assist with outreach through student, school, and home contacts, and referral to appropriate District partners and agencies.
• Assist and attend meetings of the School Attendance Review Board (SARB) when appropriate.
• Be responsible for education on a variety of subjects related to crime and safety. • Assist in the promotion of college, career and trade opportunities. • Where appropriate, present classroom lessons pertaining to the danger of substance abuse, school site safety, personal safety, pedestrian/bicycle safety, internet safety and cyberbullying safety.
• Provide positive reinforcement to students via mentoring, a visible presence and a role model through positive and professional relationships with students and staff. • With Department approval, assist with planning and implementation of community and school sponsored events including, but not limited to Red Ribbon Week, Substance Abuse presentations, Domestic Violence Prevention programs, and Gang Awareness presentations, as well as others appropriate events. • With Department approval, attend orientation and other related student and family programs from District partners.
• With Department approval, attend extra-curricular student activities where the SRO’s role is needed, and may be covered via overtime pay or the use of flex time.