AGENDA
SPECIAL MEETING OF THE MAYWOOD CITY COUNCIL AND THE
SUCCESSOR AGENCY TO THE MAYWOOD COMMUNITY
REDEVELOPMENT AGENCY
MONDAY, FEBRUARY 27, 2023 AT 3:30 PM
Maywood City Council Chambers
4319 E. Slauson Avenue, Maywood, CA 90270
www.cityofmaywood.com
I. CALL TO ORDER/ROLL CALL
CALL TO ORDER
ROLL CALL
II. CITY OFFICIALS
MAYOR
Frank Garcia
MAYOR PRO TEM
Mayra Aguiluz
COUNCIL MEMBERS
Jessica Torres
Eduardo De La Riva
Heber Marquez
CITY CLERK
Andrea Aguilar
CITY TREASURER
Mary Mariscal
CITY MANAGER
Jennifer E. Vasquez
CITY ATTORNEY
Roxanne Diaz
III. MEETING PROCEDURES
PUBLIC ADVISORY:This meeting will be conducted in person and by video-conferencing pursuant to the provisions of Government Code Section 54953(e) (as amended by AB 361), which authorizes teleconferenced meetings under the Brown Act in compliance with Government Code Section 54953(e) during a proclaimed State of Emergency. For this meeting, it will be conducted through a hybrid combination of in-person and/or virtual attendance of the five members of the City Council and invited staff at City Hall in the City Council Chambers located at 4319 E. Slauson Avenue and via teleconference using the Zoom platform and broadcasted live on the City’s Facebook page. The public may participate in person and or by using the virtual platform (Zoom).
Public Participation options:
1. In-Person - Council Chambers located at 4319 E. Slauson Avenue, Maywood, CA
2. Zoom: Please click the link below to join the webinar:
https://us02web.zoom.us/j/88335461320?pwd=RldWSGpoNjNoOWdMUkpPcUY3bU9PQT09 Passcode: 096004
Public Comment using a virtual platform: join in through the link provided above. Use the “raise hand” feature (for those joining by phone, press *9 to “raise hand”) during the public participation period for agenda items or during the public participation period for non-agenda items. The Zoom Host will call on people to speak by name provided or last 4 digits of phone number.
3. Phone: 1-669-900-6833 Enter Meeting ID: 883 3546 1320 Passcode: 096004 Public Comment for those joining by phone, use the “raise hand” feature by pressing *9 during the public participation period for agenda items or during the public participation period for non-agenda items.
4. Before the Meeting: Public comment will be accepted for the record in advance by 4:30 pm the day of the meeting by email to [email protected]; or if you are unable to email, please call the City Clerk's Office at (323) 562-5714. Your comment will be made part of the written record but will NOT be read verbally at the meeting.
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in the Council meeting, please contact the City Clerk’s Office, (323) 562-5714 within 48 hours of the meeting.
IV. MAYOR, COUNCILMEMBERS AND STAFF COMMENTS
V. PUBLIC PARTICIPATION (Agenda Items; Time allotted: 3 minutes) Speakers wishing to address the City Council on an item on the agenda may use the instructions provided in section III. MEETING PROCEDURES beginning on page 1 of this agenda.
VI. DISCUSSION/ACTION ITEMS
1. CONSIDERATION OF ADOPTING RESOLUTION NO. 6288 APPROVING AN
APPLICATION FOR FUNDING AND THE EXECUTION OF A STANDARD AGREEMENT AND ANY AMENDMENTS THERETO FROM THE 2022 HOMEOWNERSHIP SUPER NOFA (HOSN) DATED JANUARY 6, 2023 AND APPROVING THE PROFESSIONAL
SERVICES AGREEMENT WITH NEIGHBORHOOD HOUSING SERVICES OF LOS ANGELES COUNTY FOR PROGRAM ADMINISTRATION SERVICES: CALHOME
REHABILITATION PROGRAM AND ADU CONSTRUCTION
VII. ADJOURNMENT - The Adjourned Meeting of the Maywood City Council is Monday, March 6,
2023 at 6:00 p.m.
PUBLIC ACCESS TO MEETING AGENDA AND AGENDA PACKETS
I, _______________________________, Andrea Aguilar, City Clerk or Shirley Quinones, Deputy City Clerk, hereby certify that this agenda was duly posted by law at 4319 E. Slauson Avenue, Maywood, CA 90270 and the City Website. Any public record, relating to an open session agenda item, that is distributed within 72 hours prior to the meeting is available for public inspection at the Maywood City Hall, 4319 E.
Slauson Avenue, Maywood CA 90270. If you challenge in court any discussion or action taken concerning an item on this Agenda, you may be limited to rising only those issues you or someone else raised during the meeting or in written correspondence delivered to the City at or prior to the City's consideration of the item at the meeting. In compliance with the ADA, if you need special assistance for the meeting, call (323) 562-5723 within 72 hours prior to the meeting so the City can make reasonable arrangements to ensure accessibility.
AGENDA REPORT
CITY OF MAYWOOD
AGENDA ITEM NO. 1.
DATE: February 27, 2023
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: STEVE FOWLER, DIRECTOR OF BUILDING AND PLANNING
BY: JENNIFER VASQUEZ, CITY MANAGER
SUBJECT: CONSIDERATION OF ADOPTING RESOLUTION NO. 6288 APPROVING AN
APPLICATION FOR FUNDING AND THE EXECUTION OF A STANDARD AGREEMENT AND ANY AMENDMENTS THERETO FROM THE 2022
HOMEOWNERSHIP SUPER NOFA (HOSN) DATED JANUARY 6, 2023 AND
APPROVING THE PROFESSIONAL SERVICES AGREEMENT WITH
NEIGHBORHOOD HOUSING SERVICES OF LOS ANGELES COUNTY FOR PROGRAM ADMINISTRATION SERVICES: CALHOME REHABILITATION PROGRAM
AND ADU CONSTRUCTION
RECOMMENDATION:
Staff recommends the City Council adopt Resolution No. 6288 approving an application for funding and the execution of a standard agreement and any amendments thereto from the 2022 Homeownership Super NOFA (HOSN) dated January 6, 2023 and approve the professional services agreement with Neighborhood Housing Services of Los Angeles County for program administration services: Calhome Rehabilitation Program and ADU construction.
BACKGROUND:
As stated above, HCD announced the release of HOSN funding for local public entities. The deadline to submit an application for such funding is Tuesday February 28, 2023. Accordingly, Staff is requesting that the City Council adopt a Resolution approving the City's application for the HOSN funding and should the City be selected as a recipient, the Resolution authorizes the execution of the related documents.
The CalHome program releases grants to public agencies and nonprofit organizations and developers to assist low-income households to become homeowners and/or improve the safety of their homes. This can be utilized for downpayment assistance, home rehabilitation, technical assistance, homebuyer counseling etc. The CalHomes program releases these grants to assist individual households through deferred payment loans.
Grants are awarded through a competitive process after the issuance of Notice of Funding Availability (NOFAs).
Neighborhood Housing Services of Los Angeles County (NHSLA) serves as a guide for local residents, businesses, and government representatives to work together. NHSLA ensures that everyone works together to build stronger communities and improve the quality of life for low to moderate income families. NHSLA was incorporated in 1984, and has been developing and rehabilitating more than 27,000 housing and commercial units for the past 33 years.
DISCUSSION:
HCD released a Notice of Funding Availability on January 6, 2023, for the CalHome Program. This notice allows for millions of dollars to be available statewide for affordable housing activities to be distributed to eligible applications. The City of Maywood will be requesting $1 million dollars to execute this program and will contact NHSLA at 20% of the cost. The City of Maywood will not directly execute this program.
As CalHome does not lend directly to individuals. The City desires to execute a Professional Service Agreement with Neighborhood Housing Services of Los Angeles County. NHSLA will provide different programs and services that will directly help families become lifelong homeowners. NHSLA will be doing all the administration work on behalf of the City of Maywood. NHSLA will primarily help work in Home rehibition and ADU Construction and any other administrative needs that grant will allow for.
The City of Maywood has reviewed the CalHome Guidelines Sections 403.3 and 403.4 for the complete program requirements. The City certifies that it will follow all the guidelines that CalHome has provided. A resolution authoring the submittal of an application to HCD must accompany the application to apply for the grant.
LEGAL REVIEW:
The City Attorney has reviewed this report.
FISCAL IMPACT:
There is no fiscal impact associated with this action work. The City will revisit the fiscal impact of this action once the award is given.
ATTACHMENT(S)
1. Professional Services Agreement for HSLA
AGENDA ITEM No. 1.
RESOLUTION NO. 6288
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MAYWOOD
APPROVING AN APPLICATION FOR FUNDING AND THE EXECUTION OF A STANDARD AGREEMENT AND ANY AMENDMENTS THERETO FROM THE 2022 HOMEOWNERSHIP SUPER NOFA (HOSN) DATED JANUARY 6, 2023
BE IT RESOLVED by the City Council of the City of Maywood as follows:
WHEREAS, The City of Maywood, a municipal corporation an political subdivision of the State of California, wishes to apply for and receive an allocation of funds through the CalHome Program; WHEREAS, The California Department of Housing and Community Development (hereinafter referred to as “HCD”) has issue a Notice of Funding Availability (“NOFA”) for the CalHome program established by Chapter 84, Statutes of 2000 (SB1656 Alarcon), and codified by Chapter 6 (commencing with Section 50659) of Part 2 of Division 31 of the Health and Safety Code (the “statute”); and
WHEREAS, pursuant to the statute, and subject to the terms and conditions of the statute and the CalHome Program Regulations adopted by HCD in April 2004, HCD is authorized to approve funding allocations utilizing monies made available by the State Legislature to the CalHome program; and WHEREAS, the City of Maywood wishes to submit an application for allocation of CalHome funds in the amount of $1,000,000 (i.e., $500,000 for Owner-Occupied Rehabilitation, $500,000 CalHome ADU/JADU Assistance).
SECTION 1:
The City of Maywood has reviewed and hereby approves the submission to the State of California of one or more application(s) in the aggregate amount, not to exceed, $1,000,000.00 for the following HOSN activities pursuant to the 2022 HOSN Notice of Funding Availability (NOFA):
List activities and amounts
Examples:
Owner-Occupied Rehabilitation Assistance $500,000.00
CalHome ADU/JADU Assistance $500,000.00
SECTION 2:
The City of Mayood hereby authorizes and directs the City Manager, or her designee, to execute and deliver all applications and act on the behalf of the City of Maywood in all matters pertaining to all such applications.
SECTION 3:
If an application is approved, the City Manager or her designee, is authorized to enter into, execute and deliver the Standard Agreement and any and all subsequent amendments thereto to the State of California for the purposes of the grant.
SECTION 4:
If an application is approved, the City Manager, or designee, is authorized to sign and submit Fund(s) Requests and all required reporting forms and other documentation as may be required by the State of California from time to time in connection with the grant.
SECTION 5:
The application submitted by the City is incorporated as part of the Standard Agreement as if set forth in full. Any and all activities funded, information provided, and timelines represented in the application are enforceable through the Standard Agreement. The City of Maywood acknowledges and agrees that it may be required to execute any and all other
instruments necessary or required by HCD for participation in the CalHome Program.
PASSED, APPROVED AND ADOPTED THIS 27th day of February, 2023. _______________________
Frank Garcia, Mayor
ATTEST: APPROVED AS TO FORM:
__________________________ ___________________________
Andrea Aguilar, City Clerk Roxanne Diaz, City Attorney
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
CITY OF MAYWOOD )
I, Andrea Aguilar , City Clerk of the City Council of the City of Maywood, do hereby certify that foregoing Resolution No. 6288 was duly passed and adopted by the City Council of the City of Maywood, at a regular meeting of the City Council held on the 27th day of February, 2023 by the following roll call vote, to wit:
AYES:
NAYES:
ABSENT:
ABSTAIN:
_________________________
Andrea Aguilar, City Clerk
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PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Agreement”) is dated February 27, 2023 (“Effective Date”) and is between the City of Maywood, a California municipal corporation (“City”) and Neighborhood Housing Services of Los Angeles County (“Consultant”). City and Consultant are sometimes referred to herein as the “Parties”, and individually as a “Party”.
RECITALS
A. City desires to utilize the services of Consultant as an independent Consultant to perform administrative assistance for affordable housing activities associated with the CalHome Grant to be distributed to the residents of Maywood.
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 to perform these services in accordance with the terms and conditions of this Agreement.
The Parties therefore agree as follows:
1. Consultant’s Services.
A. Scope of Services. Consultant shall perform the services described in the Scope of Services (the “Services”), attached as Exhibit A. City may request, in writing, changes in the Scope of Services to be performed. Any changes mutually agreed upon by the 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”). For the purposes of this Agreement, the Consultant Representative shall Angela Heyward (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 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 or, if no deadline is established, with reasonable diligence.
D. Standard of Performance. Consultant shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like
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professionals under similar circumstances and in a manner reasonably satisfactory to City.
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.
F. Compliance with Laws. Consultant shall comply with all applicable federal, state and local laws, ordinances, codes, regulations and requirements.
G. Permits and Licenses. Consultant shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of Services under this Agreement, including a business license.
2. Term of Agreement. The term of this Agreement shall be from the Effective Date until the expiration of the 2022 Homeownership Super NOFA (HOSN) grant (“Grant”), unless sooner terminated as provided for in Section 12 of this Agreement. If the City is not awarded the Grant, the City will not proceed with the Services herein and City will terminate this Agreement upon written notice. Consultant agrees that in such case, the City is not required to compensate Consultant and therefore agrees that no compensation shall be provided to Consultant.
3. Compensation.
A. Compensation. As full compensation for Scope of Services satisfactorily rendered, City agrees to compensate Consultant, and Consultant agrees to accept in full satisfaction for the services required by this Agreement, $200,000.00, as more particularly described in Exhibit B (“Compensation”). Said Compensation shall constitute reimbursement of Consultant’s fee for the services as well as the actual cost of any staff time, other direct or indirect costs or fees, including the work of employees, consultants and subcontractors, equipment, materials, and supplies necessary to provide the service (including all labor, materials, delivery, tax, assembly, and installation, as applicable). In no event shall the Consultant be paid more than $200,000.00, which includes expenses and additional services (if any) during the term of this Agreement (“Maximum Compensation”).
B. Expenses. The City will not reimburse Consultant for any expenses, unless expenses are agreed upon in advance in writing by both parties and/or set forth in Exhibit B.
C. Unauthorized Services and Expenses. City will not pay for any services not specified in the Scope of Services, unless the City Council or the City Representative, if applicable, and the Consultant Representative authorize such services in writing prior to Consultant’s performance of those services or incurrence of additional expenses. Any additional services or expenses authorized by the City Council or the City Representative
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shall be compensated at the rates set forth in Exhibit B, or, if not specified, at a rate mutually agreed to by the Parties. City shall make payment for additional services and expenses in accordance with Section 4 of this Agreement.
4. Method of Payment.
A. Invoices. Consultant shall submit to City an invoice, on a monthly basis, for the Services performed pursuant to this Agreement. Each invoice shall itemize the Services rendered during the billing period, hourly rates charged, if applicable, and the amount due. City shall review each invoice and notify Consultant in writing within ten Business days of receipt of any disputed invoice amounts.
B. Payment. City shall pay all undisputed invoice amounts within 30 calendar days after receipt up to the Maximum Compensation set forth in Section 3 of this Agreement or within such other reasonable time dependent on the City’s warrant run procedures. City does not pay interest on past due amounts. City shall not withhold federal payroll, state payroll or other taxes, or other similar deductions, from payments made to Consultant. Notwithstanding the preceding sentence, if Consultant is a nonresident of California, City will withhold the amount required by the Franchise Tax Board pursuant to Revenue and Taxation Code Section 18662 and applicable regulations.
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.
5. Independent Consultant. Consultant is, and shall at all times remain as to City, a wholly independent Consultant. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. 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.
6. Information and Documents.
A. Consultant covenants that all data, reports, documents, discussion, or other information (collectively “Data”) developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed or released by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subconsultants shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property
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located within the City. Response to a subpoena or court order shall not be considered “voluntary,” provided Consultant gives City notice of such court order or subpoena.
B. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City’s right to review any such response does not imply or mean the right by City to control, direct or rewrite the response.
C. All Data required to be furnished to City in connection with this Agreement shall become City’s property, and City may use all or any portion of the Data submitted by Consultant as City deems appropriate. 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 Services, surveys, notes, and other documents prepared in the course of providing the Services shall become City’s sole property and may be used, reused or otherwise disposed of by City without Consultant’s permission. 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.
D. Consultant’s covenants under this Section shall survive the expiration or termination of this Agreement.
7. Conflicts of Interest. Consultant and its officers, employees, associates and subconsultants, 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 subconsultants shall not, without the City 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 subconsultants 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 into any subcontract that Consultant executes in connection with the performance of this Agreement.
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8. Indemnification, Hold Harmless, and Duty to Defend.
A. Indemnities.
1) To the fullest extent permitted by law, Consultant 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 Consultants 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 Consultant, its officers, agents, servants, employees, subconsultants, materialmen, consultants 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 court decision or by the agreement of the Parties.
Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities 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 harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent Consultant 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 harmless from any failure of Consultant to comply with applicable workers’ compensation laws. City may 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 subparagraph A.2). 3) Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section from each and every subconsultant 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 at law or in equity, whether actual, alleged or
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threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant’s subconsultant, its officers, agents, servants, employees, subconsultants, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant’s subconsultant 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 court decision or by the agreement of the Parties.
B. Workers’ Compensation Acts not Limiting. Consultant’s indemnifications and obligations under this Section, 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, 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 Consultant 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 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.
D. Survival of Terms. Consultant’s indemnifications and obligations under this Section shall survive the expiration or termination of this Agreement.
9. 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 $1,000,000.00 per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of $1,000,000.00 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 $1,000,000.00 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 provide insurance in the amount required by California law.
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3) Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of $1,000,000.00 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 execute a declaration that it has no employees.
B. Acceptability of Insurers. The insurance policies required under this Section 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 or such other rating as approved by the City Manager. Self insurance shall not be considered to comply with the insurance requirements under this Section.
C. Additional Insured. The general liability policy shall contain an endorsement naming City and its elected and appointed officials, officers, employees, agents and volunteers as additional insureds. This provision shall also apply to any excess/umbrella liability policies.
D. Primary and Non-Contributing. The insurance policies required under this Section shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to City. Any insurance or self-insurance maintained by City, its elected and appointed officials, 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 shall not prohibit Consultant and Consultant’s employees, agents or subconsultants 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 declared to and 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 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 30 days’ prior written notice to City. If any insurance policy required under this Section is canceled or reduced in coverage or limits, Consultant shall, within two 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 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
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requirements under this Section, 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 or such other official designed by the City Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section. The 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 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 8 of this Agreement.
K. SubConsultant Insurance Requirements. Consultant shall require each of its subconsultants that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section.
10. Mutual Cooperation.
A. City’s Cooperation. City 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 City relating to Consultant’s performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires.
11. Records and Inspections. Consultant shall maintain complete and accurate records with respect to time, costs, expenses, receipts, correspondence, and other such information required by City that relate to the performance of the Services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to City, its designees and representatives at reasonable times, and shall allow City to examine and audit the books and records, to make transcripts therefrom as necessary, and to inspect all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three years after receipt of final payment.
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12. Termination of Agreement.
A. Right to Terminate. City may terminate this Agreement at any time, at will, for any reason or no reason, after giving written notice to Consultant at least ten calendar days before the termination 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 at least 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 termination of this Agreement due to no fault or failure of performance by Consultant, City 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. Consultant shall have no other claim against City by reason of such termination, including any claim for compensation.
13. 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 sole judgment, that such failure was due to acts of God, embargoes, 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.
14. Default.
A. Consultant’s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default.
B. In addition to the right to terminate pursuant to Section 12, if the City Manager determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, City shall serve Consultant with written notice of the default. Consultant shall have ten calendar days after service upon it of the notice in which to cure the default by rendering a satisfactory performance. In the event that Consultant fails to cure its default within such period of time, City may, notwithstanding any other provision of this Agreement, terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.
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15. Notices. Any notice, consent, request, demand, bill, invoice, report or other communication required or permitted under this Agreement shall be in writing and conclusively deemed effective: (a) on personal delivery, (b) on confirmed delivery by courier service during Consultant’s and City’s regular business hours, or (c) three 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 Manager Attn: Lori Gray
City of Maywood Neighborhood Housing Services
4319 East Slauson Avenue 3926 Wilshire Blvd., #200
Maywood, California 90270 Los Angeles, CA, 90010
16. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Consultant shall not discriminate against any employee, subConsultant 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 subconsultants 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.
17. 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 prior written consent. City’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 shall be void and of no effect and shall entitle City to terminate this Agreement. As used in this Section, “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.
18. No Third Party Beneficiaries Intended. 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.
19. 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
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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.
20. Final Payment Acceptance Constitutes Release. The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant’s work or services. Acceptance of payment shall be any negotiation of City’s check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subconsultants and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subconsultants and agents.
21. Corrections. In addition to the above indemnification obligations, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City’s review of Consultant’s report or plans. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction.
22. Non-Appropriation of Funds. Payments to be made to Consultant by City for services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Consultant’s services beyond the current fiscal year, this Agreement shall cover payment for Consultant’s services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year.
23. 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, or between a provision of this Agreement and a provision of Consultant’s proposal, the provisions of this Agreement shall control.
24. Entire Agreement and Modification of 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
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those expressly set forth in this Agreement. This Agreement may not be amended, nor any provision or breach hereof waived, except in a writing signed by both Parties.
25. 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.
26. 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.
27. 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.
28. Business Days. “Business days” means days Maywood City Hall is open for business.
29. 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 superior court with geographic jurisdiction over the City of Maywood.
30. Attorneys’ Fees. In any litigation or other proceeding by which a 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 entitled to recover all attorneys’ fees, experts’ fees, and other costs actually incurred in connection with such litigation or other proceeding, in addition to all other relief to which that Party may be entitled.
31. 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.
32. Counterparts. This Agreement may be executed in multiple counterparts, all of which shall be deemed an original, and all of which will constitute one and the same instrument.
33. Corporate Authority. Each person executing this Agreement on behalf of his or her Party warrants that he or she is duly authorized to execute this Agreement on behalf
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of that Party and that by such execution, that Party is formally bound to the provisions of this Agreement.
[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 Maywood,
a California municipal corporation
By:
Frank Garcia
Mayor of the City of Maywood
ATTEST:
By:
Shirley Quinones, City Clerk
APPROVED AS TO FORM:
By:
Roxanne Diaz, City Attorney
Consultant:
Neighborhood Housing Services of Los
Angeles County
By:
Name: Lori Gray
Title: President & CEO
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EXHIBIT A
SCOPE OF SERVICES
Maywood Budget and Scope of Work
Budget: The total budget for the program shall not exceed $1,000,000, with Performance of All Work completed by Consultant as set forth herein, will not exceed $200,000 based on the rates approved by the City and attached herein.
• HCD guidelines state that no more than 10% of the grant funds can be used for administrative costs on a per-loan basis or 20% of the overall award. The 20% will be utilized for 10% administrative costs and 10% project delivery costs. • Project Tasks Include:
• Client Intake & Eligibility Assessment
• Home Inspections/Work Write-Up
• Project bidding, contractor approval and project monitoring • Reporting
Program Management
A. Applicant Eligibility: Pursuant to federal, state and local regulations, review client applications to determine the Applicant's financial and eligibility status, i.e., analyze required tax returns, household composition, employment and earnings history, and confirm ownership status as follows:
1. Obtain all required documents of income including Pay stubs, Social Security, Pensions, rent, etc.
2. Obtain title report, property profile or other proof of property ownership.
Scope of Work
A. Evaluation Process
• Evaluate each project and funding requirements.
• Conduct a rehabilitation inspection to assess the repairs needed • Complete a work write-up for the needed repairs
• Make a recommendation submit it to the City for review and approval B. NHS shall monitor the project through each phase of completion and submit draw requests for approval to be paid.
• NHS shall bid out the job to local general contractors who will complete the work as approved by the work write-up;
• NHS will oversee the work of the Contractor who will provide all labor, equipment, supplies, and administrative support for project completion.
If lead and/or asbestos abatement is necessary, the lead/asbestosrelated work shall be completed by certified staff and the Contractor shall obtain a post lead/asbestos clearance;
• NHS shall submit to the City a request for final inspection and payment, with a breakdown of charges specific to each project.
Breakdown shall include at a minimum labor, materials, and fixed administrative costs.
C. File Maintenance and Reporting
• NHS will complete and maintain a file folder for each project, which shall include "before and after" photos, and all documentation and records required by the City. All additional documentation required to ensure compliance of all funding requirements and regulations shall also be included in the file folder.
• NHS will provide status reports for each project in accordance with the project schedule.
• NHS will provide monthly and/or quarterly reports as may be required.
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EXHIBIT B
COMPENSATION
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Compensation
The budget of the Consultant will consist of 20% of the overall award and will be utilized for 10% of administrative cost and 10% project delivery costs