ATTACHMENT C
NPHS Agreement & Amendments
CONTRACT ABSTRACT
Contract/Amendment
Name of Contract:
Company Name:
Company Contact:
Email:
Summary of Services:
Contract Price:
Contract Term:
Public Integrity/ Business
Disclosure Forms:
Contract Administration
Lead Department:
Contract Administrator/ Ext:
Contract Approvals
Council/City Manager Approval Date:
Agreement Number:
Amendment Number:
Contract Compliance
Exhibits:
Insurance:
Routed By:
Bonds:
Business License:
Sole Source Co-Op
CoOp Agmt #: Sole Source
Documents: CoOp Name:
CoOp Pricing:
By: Submitted on:
Contract Abstract Form Rev 8.16.23
Authorized Signers:
Name, Email
(Corporations require 2 signatures)
CDBG HOME REHABILITATION PROGRAM
Neighborhood Partnership Housing Services, Inc.
Jesse Ibarra
[email protected]
Provide CDBG home rehabilitation program.
$412,266.00
1 Year from Notice to Proceed
Yes
Solon Escobar, [email protected]
Clemente A. Mojica, [email protected]
Community & Economic Development
Ariel Tolefree-Williams
23P188
N/A
Yes
Yes
Yes
Procurement
N/A
No
RFP 37-23
N/A
N/A
N/A
8/28/2023
Brian Sotak-Rossman
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CONTRACT SERVICES AGREEMENT 23P188
CDBG HOME REHABILITATION PROGRAM
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on __________________, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and NEIGHBORHOOD PARTNERSHIP HOUSING SERVICES, INC., a California Nonprofit Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”.
RECITALS
A. City requires the services of a licensed and qualified firm to provide the City with a CDBG home rehabilitation program, (“Project”).
B. Contractor has submitted to City a proposal to provide the City with a CDBG home rehabilitation program, to City under the terms of this Agreement.
C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project.
D. City desires to retain the services of Contractor for the Project.
NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. CONTRACTOR SERVICES
1.1 Scope of Services . In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services ” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern.
1.2 Compliance with Law . Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.
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1.3 Licenses and Permits . Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the Services required by this Agreement.
1.4 Familiarity with Work . By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement.
2. TIME FOR COMPLETION
The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit “A .” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non -performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party responsible for the delay.
3. COMPENSATION OF CONTRACTOR
3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $412,266.00.
3.2 Method of Payment . In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by C ity’s finance director. Payments shall be based on the hourly rates set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice.
3.3 Changes . In the event any change or changes in the Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:
A. To provide for revisions or modifications to documents , work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.
3.4 Appropriations. This Agreement is subject to , and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City.
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4. PERFORMANCE SCHEDULE
4.1 Time of Essence. Time is of the essence in the performance of this Agreement.
4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit “A .” Any time period extension must be approved in writing by the Contract Officer.
4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event , if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety , and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the Services for the period of the enforced delay when and if , in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.
4.4 Term. Unless earlier terminated in accordance with Section 4.5 of t his Agreement, this Agreement shall continue in full force and effect for a period of one year , commencing on _issuance of notice to proceed, unless extended by mutual written agreement of the Parties. In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for two (2) additional one (1) year terms.
4.5 Termination Prior to Expiration of Term . City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. W here termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action.
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Contractor may not terminate this Agreement except for cause, upon thirty (30) days w ritten notice to City.
5. COORDINATION OF WORK
5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services : Jesse Ibarra, Chief Business Officer. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer.
5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.
5.3 Prohibition Against Subcontracting or Assignment . The experience, knowledge, education, capability, and reputation of Contractor, its principals and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perf orm any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City.
5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all w ages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contractor shall not have any authority to bind City in any manner.
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5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor.
Name: Title:
Jesse Ibarra Chief Business Officer
5.6 California Labor Code Requirements.
A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penal ties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).
B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contracto r’s sole responsibility to comply with all applicable registration and labor compliance requirements.
6. INSURANCE
Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference.
7. INDEMNIFICATION.
7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
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Parties”), from and against any and all liabilities, actions, suits, claims, demands, l osses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons ( Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or w illful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties . Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.
7.2 Design Professional Services Indemnification and Reimbursement. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to the extent which the C laims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement , and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
8. RECORDS AND REPORTS
8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require.
8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records.
8.3 Ownership of Documents . All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
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of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents.
8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer.
8.5 Audit and Inspection of Records . After receipt of reasonable notice and during the regular business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities a s City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and doc uments in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder.
9. ENFORCEMENT OF AGREEMENT
9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California.
Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.
9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties.
Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs.
9.3 Waiver . No delay or omission in the exercise of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver.
No consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement.
9.4 Rights and Remedies are Cumulative . Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative . The exercise by either Party of one or more of such rights or remedies DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
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shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.
9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement.
9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non- judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding.
10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
10.1 Non-Liability of City Officers and Employees . No officer or employee of City shall be personally liable to the Contractor, or any successor -in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement.
10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement.
10.3 Covenant Against Discrimination . In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensur e that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifie s that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruit ment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting.
11. MISCELLANEOUS PROVISIONS
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11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in writing and either served personally or sent by pre -paid, first-class mail to the addre ss set forth below. Notice shall be deemed communicated seventy -two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing.
To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Contractor: Neighborhood Partnership Housing Services, Inc.
Attention: Clemente Mojica
9551 Pittsburgh Ave.
Rancho Cucamonga, CA 91730
11.2 Integrated Agreement . This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or am ong the Parties with respect to the subject matter in this Agreement.
11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties.
11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties.
11.5 Successors in Interest . This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees.
11.6 Third Party Beneficiary . Except as may b e expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement.
11.7 Recitals. The above -referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same.
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11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement.
11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
11.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N -6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form loca ted in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section. [SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND NEIGHBORHOOD PARTNERSHIP HOUSING SERVICES, INC.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By: _______________________________________ By: _________________________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: _____________________ Item No. _____________________
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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9/14/2023
9/18/2023
09/14/2023
1-Q
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EXHIBIT “A”
SCOPE OF SERVICES/WORK
Including,
Schedule of Fees
And
Schedule of Performance
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1. Background:
A. The Community Development Block Grant (CDBG) Program began in 1976 and is administered nationally by the U.S. Department of Housing and Urban Development.
B. CDBG’s principal objectives are to:
1. Support low and middle income (LMI) communities, considering t hat a minimum of 70% of CDBG funds granted to a city/ state must be used directly to benefit LMI communities.
2. Eliminate and prevent blight and slums.
3. Meet urgent needs, such as responding to natural disasters.
C. These objectives are achieved by investing in community development projects to create sustainable and viable urban areas. The primary objective continues to be developing viable urban communities by providing decent housing, a suitable living environment, and expanding economic opportunities, principally for low - and moderate-income persons.
D. Contractor will provide residential rehabilitation activities that benefit low -and- moderate income residents. Eligible activities will be funded from the City’s Program Year (PY) 2023 -2024 Community Development Block Grant (CDBG) allocations.
The City anticipates having approximately $358,506 in CDBG funds available for the Residential Rehabilitation program.
E. Under this program the City would provide grants to qualified low - to moderate - income homeowners to make needed home improvements. Grants would be available to address code deficiencies, eliminate blight, and improve handicapped accessibility.
The maximum grant amount will be $15,000 per household and will be provided on a first come/first-served basis to qualified applicants. Grant funds may only be used for costs of services and materials necessary to carry out City approved repair work. The goals for this activity are to serve approximately 24 Low - or Moderate-Income Palm Springs households City-wide.
F. The City shall be responsible for resident applications and eligibility. This includes pre-construction communication with the client, managing the City’s waitlist, and tracking demographic information. The City will communicate with the client and Contractor about what work is required and necessary and should solicit bids from subcontractors.
2. Scope:
A. The Contractor shall be responsible for all phases of general program administration and compliance, under the City’s direct supervision, for approved projects. Services also include compliance for approved projects, construction management for housing rehabilitation program, (including permits, inspections and Notice of Completions) and financial record keeping and monthly reporting to the City.
B. Construction/Rehabilitation: Construction or rehabilitation paid with CDBG funds will be required to conform to 24 CFR 570.603 of the CDBG regulations, as DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 14 of 21
applicable, and any other federal or state requirements which are associated with the grant funding source. This includes but is not limited to:
1. Conduct property inspections to identify requested work eligibility under the program guidelines, as well as meeting the City of Palm Springs’s Building and Planning Division’s requirements.
2. Prepare work write -ups, describing ne cessary repairs and improvements including line-item cost estimates.
3. Contractor shall solicit bids for each project, perform bid opening, evaluate bids, etc.
4. Contractor shall write and sign all contracts with subcontractors.
5. Contractor is responsible for all work performed, scheduling, etc.
6. Contractor is responsible for making payments to subcontractors.
7. Keep updated Contractors’ list with all eligible requirements including proof of insurance, verification with the Excluded Parties Listing System, and California Contractor’s State License Board.
8. Ensure subcontractors obtain required permits.
9. Conduct pre-construction conferences with the contractor and homeowner.
10. Monitor construction for compliance with the program requirements and assure that all work is professional and includes proper materials.
C. Photos: Take “before and after” photos including work to be done, work in progress, and completed improvements.
D. Property Standards: All rehabilitated projects funded with Rehabilitation funds must meet local zoning ordinances and building codes.
E. Energy Efficiency: Plans should incorporate energy efficiency measures through materials, heating, ventilation and air conditioning (HVAC) systems, design, and site orientation where feasible.
F. Lead-Based Paint: If a rehabilitated home was originally placed into service prior to January 1, 1978, rehabilitation must comply with HUD lead -based paint rules (24 CFR Part 35 and 24 CFR Section 570.608). A lead- based paint risk assessment for lead based paint hazards shall be conducted, and rehabilitation work must be done by Contractors meeting the requirements of the HUD rule and the EPA Renovation, Repair and Painting rule.
G. Final Inspection: Conduct final inspections and close out project with all necessary lien releases, notices of completion and Building Inspector’s final permit. Interface with the City’s Building and Planning Departments as necessary.
H. Final Documentation: Prepare and provide (with required signatures) all payment requests to City staff, including lien releases, change orders, and all other required documents. The Consultant shall ensure that property warranty information is provided to the homeowner.
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 15 of 21
3. Schedule:
Work will be issued on a task order basis. Each project for homeowners should be no more than 120 days from application to work completion.
4. Compensation:
A. Work will be compensated on a lumpsum basis. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. The Contractor may request monthly payments based on the percentage of work completed for the previous month as long as a detailed progress report is provided to support the amount requested. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City.
B. An allowance has been added to account for the work performed by subcontractors.
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 16 of 21
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 17 of 21
EXHIBIT “B”
INSURANCE PROVISIONS
Including
Verification of Coverage,
Sufficiency of Insurers,
Errors and Omissions Coverage,
Minimum Scope of Insurance,
Deductibles and Self-Insured Retentions, and
Severability of Interests (Separation of Insureds)
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 18 of 21
INSURANCE
1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement.
Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement.
Contractor shall al so carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers.
2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows:
1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate;
2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence;
3. Professional liability (errors and omissions) insurance with limits of at least one million d ollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
___X____ is not required;
4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s L iability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.
3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self -insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 19 of 21
contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.
4. Errors and Omissions Coverage . If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy.
5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City.
6. Verification of Coverage. Contractor shall furnish City with bo th certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsem ent with the following endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
B. " This insurance is primary and non- contributory over any insurance or self - insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or " for any and all work performed with the City" may be included in this statement).
C. " Should any of the above- described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor t o” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 20 of 21
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies.
All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter.
Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.
7. Deductibles and Self -Insured Retentions . Any deductibles or self -insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses.
Certificates of Insurance must include evidence of the amount of any deductible or self -insured retention under the policy. Contractor guarantees payment of all deductibles and self -insured retentions.
8. Severability of Interests (Separation of Insureds) . This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability.
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised 4.13.23 Page 21 of 21
EXHIBIT “C”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N -6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N -6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N -6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name:
Title:
Firm Name:
Date:
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F 9/14/2023
Chief Financial Officer
Solon Escobar
Neighborhood Partnership Housing Services, Inc.
Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262
(760) 322-8328
PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY
TO RENEW AND UPDATE THIS LICENSE
ANNUALLY.
BUSINESS LICENSE CERTIFICATE
Business Name: Business Type(s):Neighborhood Partnership Housing Services, Inc.
8999 SERVICES, NOT ELSEWHERE CLASSIFIED
Business Location: 9551 Pittsburgh Ave.
Rancho Cucamonga, CA 91739
Mailing Address: AVE
RANCHO CUCAMONGA, CA 91739
Owner: Solon Escobar
License Number: OC-002235-2023 Out of CityLicense Type:
Issued Date: 8/30/2023 Classification: Out of City
Expiration Date: 8/31/2024 Fees Paid: $40.00
ISSUANCE OF THIS LICENSE DOES NOT ENTITLE
THE LICENSEE TO OPERATE OR MAINTAIN A
BUSINESS IN VIOLATION OF ANY OTHER LAW
OR ORDINANCE. THIS IS NOT AN ENDORSEMENT
OF THE ACTIVITY NOR OF THE APPLICANT'S
QUALIFICATIONS.
TO BE POSTED IN A CONSPICUOUS PLACE
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOSAUTOS ONLY
NON-OWNED
SCHEDULEDOWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-
STATUTE
PER
LIMITS(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR
CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE
DAMAGE TO RENTED
$PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY PRO-
JECT LOC
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
8/24/2023
Arthur J. Gallagher Risk Management Services, LLC
500 N Brand Boulevard, Suite 100
Glendale CA 91203
Elena Ibarra
818. 539. 8671
818. 539. 8771
[email protected]
License#: 0D69293
Nonprofits' Insurance Alliance of CA
10023
NEIGPAR-02
Employers Preferred Insurance Company
10346
Neighborhood Partnership Housing Services, Inc
9551 Pittsburgh Ave
Rancho Cucamonga, CA 91730
516563989
A
X
1,000,000
X
1,000,000
20,000
1,000,000
2,000,000
X
Y
2023-01574
5/1/2023
5/1/2024
2,000,000
A
1,000,000
X
X
Y
2023-01574
5/1/2023
5/1/2024
B
X
Y
EIG276183805
5/1/2023
5/1/2024
1,000,000
1,000,000
1,000,000
A
Professional Liability
Y
2023-01574
5/1/2023
5/1/2024
Per Claim
Aggregate
$1,000,000
$2,000,000
Nonprofits' Insurance Alliance of CA - A.M. Best #011845 Policy: Improper Sexual Conduct
Policy#: 2023-01574
Carrier: Nonprofits' Insurance Alliance of CA
Policy Term: 5/1/2023 To 5/1/2024
Per Claim: $500,000 / Aggregate: $500,000
See Attached...
City of Palm Springs
Procurement and Contracting Department
3200 E. Tahquitz Canyon Way
Palm Springs CA 92262
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140 ACORD 101 (2008/01)
The ACORD name and logo are registered marks of ACORD
© 2008 ACORD CORPORATION. All rights reserved.
THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: FORM TITLE:
ADDITIONAL REMARKS
ADDITIONAL REMARKS SCHEDULE Page of
AGENCY CUSTOMER ID:
LOC #:
AGENCY
CARRIER NAIC CODE
POLICY NUMBER
NAMED INSURED
EFFECTIVE DATE:
NEIGPAR-02
1 1
Arthur J. Gallagher Risk Management Services, LLC
Neighborhood Partnership Housing Services, Inc
9551 Pittsburgh Ave
Rancho Cucamonga, CA 91730
25 CERTIFICATE OF LIABILITY INSURANCE
The City of Palm Springs , its elected officials, officers, employees, agents, and volunteers are named additional insured on General liability , auto liability and Professional coverage with respect to the operations of the named insured. Such insurance is Primary and Non-Contributory. Waiver of Subrogation on Workers compensation applies in favor of additional insured Written notice shall be provided at least ten (10) days in advance of cancellation for non-payment of premium and thirty (30) days in advance for any other cancellation or policy change. Endorsement to follow.
DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – SCHEDULED PERSON OR
ORGANIZATION
CG 20 10 12 19
2023-01574
Named Insured: Neighborhood Partnership Housing Services, Inc.* Any person or organization that you are required to
add as an additional insured on this policy, under a
written contract or agreement currently in effect, or
becoming effective during the term of this policy. The
additional insured status will not be afforded with
respect to liability arising out of or related to your
activities as a real estate manager for that person or
organization.
All insured premises and operations.
Location(s) Of Covered Operations
Name Of Additional Insured Person(s)
Or Organization(s)
SCHEDULE
COMMERCIAL GENERAL LIABILITY COVERAGE PART
This endorsement modifies insurance provided under the following:
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"
caused, in whole or in part, by:
1. Your acts or omissions; or
2. The acts or omissions of those acting on your
behalf;
in the performance of your ongoing operations for
the additional insured(s) at the location(s)
designated above.
However:
1. The insurance afforded to such additional
insured only applies to the extent permitted
by law; and
A.
B. With respect to the insurance afforded to these
additional insureds, the following additional
exclusions apply:
This insurance does not apply to "bodily injury" or
"property damage" occurring after:
1. All work, including materials, parts or
equipment furnished in connection with such
work, on the project (other than service,
maintenance or repairs) to be performed by
or on behalf of the additional insured(s) at the
location of the covered operations has been
completed; or
2. If coverage provided to the additional insured
is required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.
© Insurance Services Office, Inc., 2012 Page 1 of 2CG 20 10 12 19 DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
2. That portion of "your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another contractor or subcontractor
engaged in performing operations for a
principal as a part of the same project.
C. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:
If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:
1. Required by the contract or agreement; or
2. Available under the applicable Limits of
Insurance shown in the Declarations;
whichever is less.
This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.
© Insurance Services Office, Inc., 2012 Page 2 of 2CG 20 10 12 19 DocuSign Envelope ID: 300F1C27-0BBC-46CB-8A12-B6F12499AB7F Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised: 10.31.23
AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENT
23P188
BETWEEN THE CITY PALM SPRINGS AND NEIGHBORHOOD
PARTNERSHIP HOUSING SERVICES, INC.
1. Parties and Date.
This Amendment No. 1 to the Contract Services Agreement 23P188 (“Agreement”) is made and entered into as of this 12th day of September 2024, by and between the City of Palm Springs (“City”) and Neighborhood Partnership Housing Services, Inc., a California Nonprofit Corporation (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.”
2. Recitals.
2.1 Agreement. The City and Contractor have entered into an agreement entitled “Contract Services Agreement 23P188” dated September 14, 2023, for the purpose of providing a CDBG home rehabilitation program for an amount not to exceed $412,266 and a term from September 19, 2023 to September 18, 2024, approved by City Council on September 14, 2023.
2.2 Amendment. T he City and Contractor desire to amend the Agreement to clarify the term of the original agreement has options to extend for two additional one year terms, increase the compensation, and incorporate the CDBG Federal Provisions.
2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 3.3 of the Agreement.
3. Terms.
3.1 Compensation to Contractor . Section 3.1 of the Agreement is hereby amended in its entirety, to add $112,873.19 to item 2, Allowance for Subcontractor Work, to read as follows:
“Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Attachment “A”. The total amount of Compensation for the first term ending September 14, 2024, shall not exceed $525,139.19”.
3.2 Section 12 Federal Provisions is hereby added in its entirety to read as follows:
“Since funding for the Services is provided, in whole or in part, by the Department of Housing and Urban Development’s Community Block Grant Program, Contractor shall also fully and adequately comply with the provisions included in Exhibit “D” attached hereto and incorporated herein by reference (“Federal Provisions”). With respect to any conflict between Docusign Envelope ID: 57765E02-7C1B-4759-8D4A-02A164BB0F0A Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C
Revised: 10.31.23
such Federal Provisions and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control.”
“Exhibit D attached hereto and incorporated herein by reference.”
3.3 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1.
3.4 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.
3.5 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.6 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
[SIGNATURES ON FOLLOWING PAGE]
Docusign Envelope ID: 57765E02-7C1B-4759-8D4A-02A164BB0F0A Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C
Revised: 10.31.23
SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND NEIGHBORHOOD PARTNERSHIP HOUSING SERVICES, INC.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By: _______________________________________ By: _________________________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: September 12, 2024 Item No. 1Q
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
Docusign Envelope ID: 57765E02-7C1B-4759-8D4A-02A164BB0F0A 10/1/2024
10/1/2024
10/2/2024
Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C
Revised: 10.31.23
AMENDMENT NO. 2 TO THE CONTRACT SERVICES AGREEMENT
23P188
BETWEEN THE CITY PALM SPRINGS AND NEIGHBORHOOD
PARTNERSHIP HOUSING SERVICES, INC.
1. Parties and Date.
This Amendment No. 2 to the Contract Services Agreement 23P188 (“Agreement”) is made and entered into as of this 9th day of October 2024, by and between the City of Palm Springs (“City”) and Neighborhood Partnership Housing Services, Inc., a California Nonprofit Corporation (
“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.”
2. Recitals.
2.1 Agr
eement. The City and Contractor have entered into an agreement entitled “Contract Services Agreement 23P188” dated September 14, 2023, for the purpose of providing a CDBG home rehabilitation program for an amount not to exceed $412,266 and a term from September 19, 2023 to September 18, 2024, approved by City Council on September 14, 2023.
2.2 Amendment No. 1. T he City and Contractor amended the A greement to clarify the term of the original agreement has options to extend for two additional one year terms, add $112,873.19, and incorporate the CDBG Federal Provisions. The Parties have heretofore entered into that Amendment No. 1 dated September 12, 2024 for an amount not to exceed $525,139.19 and a term of September 19, 2023 to September 18, 2024, with two one-year extension options at the City’s sole discretion, approved by City Council on September 12, 2024.
2.3 Amendment No. 2. The City and Contractor des
ire to amend the Agreement to
exercise the first extension option, add compensation, and amend the compensation process.
2.4 Amendment Authority. This Amendment No. 2 is authorized pursuant to Section 3.3 of the Agreement.
3. Terms.
3.1 Com
pensation to Contractor . Section 3.1 of the Agreement is hereby amended in its entirety, adding $355,389.35 for the 2nd year of the agreement, to read as follows:
“Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $880,528.54.”
3.2 Term. S
ection 4.4 is hereby amended in its entirety, adding one year, to read as follows:
Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C
Revised: 10.31.23
“Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of one year, commencing on September 19, 2023, and ending on September 18, 2025, unless extended by mutual written agreement of the Parties. In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for one (1) additional one (1) year terms.”
3.3 EXHIBIT “A”. S
ection 4, A – Compensation is hereby amended in its entirety, removing the lumpsum basis, to read as follows:
“W
ork will be compensated on a percentage basis, not to exceed $355,389.35 for year 2, as detailed on NPHS proposal dated September 26, 2024. The Contractor may request monthly payments based on the percentage of work completed for the previous month as long as a detailed progress report is provided to support the amount requested. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City.”
3.4 Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2.
3.5 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2.
3.6 Severability. If any portion of this Amendment No. 2 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.7 Counterparts. This Amendment No. 2 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
[SIGNATURES ON FOLLOWING PAGE]
Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C
Revised: 10.31.23
SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND NEIGHBORHOOD PARTNERSHIP HOUSING SERVICES, INC.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By: _______________________________________ By: _________________________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: N/A Item No. N/A
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C 10/15/2024
10/17/2024
10/21/2024
Revised: 10.31.23
Docusign Envelope ID: 0FBD7337-87BE-43AF-A774-D167C2A2FD5C
Revised: 10.31.23
AMENDMENT NO. 3 TO THE CONTRACT SERVICES AGREEMENT
23P188 BETWEEN THE CITY PALM SPRINGS AND NEIGHBORHOOD
PARTNERSHIP HOUSING SERVICES, INC.
1. Parties and Date.
This Amendment No. 3 to the Contract Services Agreement 23P188 (“Agreement”) is made and entered into as of this 19th day of September 2025, by and between the City of Palm Springs (“City”) and Neighborhood Partnership Housing Services, Inc., a California Nonprofit Corporation (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.”
2. Recitals.
2.1 Agreement. The City and Contractor have entered into an agreement entitled “Contract Services Agreement 23P188” dated September 14, 2023, for the purpose of providing a CDBG home rehabilitation program for an amount not to exceed $412,266 and a term from September 19, 2023 to September 18, 2024, approved by City Council on September 14, 2023.
2.2 Amendment No. 1. T he City and Contractor amended the Agreement to clarify the term of the original agreement has options to extend for two additional one year terms, add $112,873.19, and incorporate the CDBG Federal Provisions. The Parties have heretofore entered into that Amendment No. 1 dated September 12, 2024 for an amount not to exceed $525,139.19 and a term of September 19, 2023 to September 18, 2024, with two one-year extension options at the City’s sole discretion, approved by City Council on September 12, 2024.
2.3 Amendment No. 2. The City and Contractor amended the Agreement to exercise the first extension option, add compensation, and add additional compensation for a not to exceed $880,528.54.
2.4 Amendment purpose. The City and Contractor desire to amend the Agreement to exercise the extension option and add additional an additional compensation of $298,350.00.
2.5 Amendment Authority. This Amendment No. 3 is authorized pursuant to Section 3.3 of the Agreement.
3. Terms.
3.1 Amendment. Section 3.1 of the Agreement is hereby amended in its entirety to read as follows:
“Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $1,178,878.54.”
Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised: 10.31.23
3.2 Term. Section 4.4 is hereby amended in its entirety to read as follows:
“Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of one year, commencing on September 19, 2025, and ending on September 18, 2026, unless extended by mutual written agreement of the Parties.”
3.3 Continuing Effect of Agreement. Except as amended by this Amendment No. 3, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 3. From and after the date of this Amendment No. 3, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 3.
3.4 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 3.
3.5 Severability. If any portion of this Amendment No. 3 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.6 Counterparts. This Amendment No. 3 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
[SIGNATURES ON FOLLOWING PAGE]
Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140
Revised: 10.31.23
SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND NEIGHBORHOOD PARTNERSHIP HOUSING SERVICES, INC.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By: _______________________________________ By: _________________________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: N/A Item No. N/A
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
Docusign Envelope ID: 8BCF6956-6C9F-85D4-8229-98A57248F140 6/24/2026
6/24/2026
6/30/2026
7/7/2026
7/7/2026