AGREEMENT BETWEEN
THE CITY OF SANTA CLARITA
AND
SANTA CLARITA VALLEY COMMITTEE ON AGING
FOR
FISCAL YEAR 2026-2027
THIS AGREEMENT, dated for purposes of identification only this day of 2026, made and entered into by and between the CITY OF SANTA CLARITA, a municipal corporation, hereinafter referred to as “City,” and SANTA CLARITA VALLEY COMMITTEE ON AGING (SCVCOA) hereinafter referred to as “Grantee.”
W I T N E S S E T H
WHEREAS, the City supports opportunities for recreation and wellness programs, transit-related services, and home-delivered meals for Santa Clarita Valley seniors; and WHEREAS, the City has appropriated $525,000 in Fiscal Year 2026-27 annual funds to Grantee to provide programs and services to Santa Clarita seniors: $275,000 for recreation and wellness programs; $150,000 for transit-related services; and $100,000 solely and exclusively for home-delivered meals; and
WHEREAS, Grantee represents that it is capable of providing such services.
NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE MUTUAL
PROMISES, COVENANTS, AND CONDITIONS HEREIN CONTAINED, THE PARTIES HERETO AGREE AS FOLLOWS:
1. City agrees to award to Grantee and Grantee agrees to accept from City the City Council-approved award of $525,000, to be distributed as follows:
a) For recreation and wellness programs, home-delivered meals, and transit-related services, the payment will be divided into two equal payments of $262,500. The first payment shall cover the period from July 1, 2025, through December 31, 2025, and the second payment shall cover the period from January 1, 2026, through June 30, 2026.
Expenditures made by the Grantee in the implementation of this Agreement will be made for the purpose of providing the services as outlined in the attached exhibits:
Exhibit A: Service Description - Recreation and Wellness Exhibit B: Transit-Related Services
Exhibit C: Reporting Requirements
2. Grantee agrees that services to be provided under this Agreement must be adequate to ensure the maximum utilization of Grantee’s facility and services by Santa Clarita seniors and that the use of Grantee’s facility and services shall be granted to eligible seniors of City.
3. Grantee agrees to provide City a copy of the agency’s single independent audit report and other narrative and statistical reports, as detailed in Exhibit C - Reporting Requirements.
4. Grantee agrees that City may, at any time, audit any and all of Grantee’s books, documents, or records relating to this Agreement.
5. City and its respective elected and appointed boards, officials, officers, agents, employees, and volunteers (individually and collectively, “Indemnities”) shall have no liability to Grantee or any other person for, and Grantee shall indemnify, defend, protect, and hold harmless Indemnities from and against, any and all liabilities, claims, actions, causes of action, proceedings, suits, damages, judgments, liens, levies, costs, and expenses of whatever nature, including reasonable attorney’s fees and disbursements (collectively, “Claims”), which Indemnities may suffer or incur or to which Indemnities may become subject by reason of or arising out of any injury to or death of any person(s), damage to property, loss of use of property, economic loss or otherwise occurring as a result of or allegedly caused by the Grantee’s performance of or failure to perform any services under this Agreement, or by the negligent or willful acts or omissions of Grantee, its agents, officers, directors, or employees, committed in performing any of the services under this Agreement.
If any action or proceeding is brought against indemnities by reason of any of the matters against which Grantee has agreed to indemnify indemnities as provided above, Grantee, upon notice from City, shall defend indemnities at its expense by counsel acceptable to City, such acceptance not to be unreasonably withheld. Indemnities need not have first paid for any of the matters to which indemnities are entitled to indemnification in order to be so indemnified. The limits of the insurance required to be maintained by Grantee in this Agreement shall not limit the liability of Grantee hereunder. The provisions of this section shall survive the expiration or earlier termination of this Agreement
The provisions of this section do not apply to claims occurring as a result of the City’s active negligence or willful acts of omission.
6. Without limiting City’s right to indemnification, it is agreed that Grantee shall secure prior to commencing any activities under this Agreement, and maintain during the term of this Agreement, insurance coverage (if applicable) and consistent with standards in such agencies as follows:
A. General Liability and Property Damage Insurance: Grantee agrees to procure and maintain general liability and property damage insurance at its sole expense to protect against loss from liability imposed by law for damages on account of bodily injury, including death therefrom, suffered or alleged to be suffered by any person or persons whomsoever, resulting directly from any act or activities of Grantee, its subconsultants, or any person acting for Grantee or under its control or direction, and also to protect against loss from liability imposed by law for damages to any property of any person caused directly or indirectly by or from acts or activities of Grantee, or its subconsultants, or any person acting for Grantee, or under its control or direction. Such public liability and property damage insurance shall also provide for and protect City against incurring any legal cost in defending claims for alleged loss.
Such general liability and property damage insurance shall be maintained in the following minimum limits: A combined single limit policy with coverage limits in the amount of $1,000,000 per occurrence will be considered equivalent to the required minimum limits.
B. Automotive Insurance: Grantee shall procure and maintain public liability and property damage insurance coverage for automotive equipment with coverage limits of not less than $1,000,000 combined single limit. If Grantee does not own automobiles, Grantee shall provide a waiver releasing City from all liability resulting from Grantee’s use of personal vehicles on project.
C. Worker’s Compensation Insurance: Grantee shall procure and maintain Worker’s Compensation Insurance in the amount of $1,000,000 per occurrence or as will fully comply with the laws of the State of California and which shall indemnify, insure, and provide legal defense for both Grantee and City against any loss, claim, or damage arising from any injuries or occupational diseases happening to any worker employed by Grantee in the course of carrying out the Agreement.
D. Professional Liability Insurance: Grantee shall procure and maintain Professional Liability Insurance coverage (if applicable) in an amount not less than $1,000,000, and Grantee shall maintain such coverage for at least one (1) year from the termination of this Agreement.
E. General Insurance Requirements
a) All insurance shall be primary insurance and shall name the City of Santa Clarita as an additional insured with exception to Worker’s Compensation. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under the policy if not named as an additional insured, and an additional insured shall not be held liable for any premium or expense of any nature on the policy or any extension thereof solely because they are an additional insured thereon. b) If the operation under this Agreement results in an increased or decreased risk in the opinion of the City’s Risk Administrator, then Grantee agrees that the minimum limits hereinabove designated shall be changed accordingly upon written request by the Risk Administrator.
c) Grantee agrees that provisions of this paragraph as to maintenance of insurance shall not be construed as limiting in any way the extent to which Grantee may be held responsible for the payment of damages to persons or property resulting from Grantee’s activities, the activities of its subconsultants, or the activities of any person or persons for which Grantee is otherwise responsible.
d) A Certificate of Insurance and an additional insured endorsement (for general and automobile liability) evidencing the above insurance coverage with a company acceptable to the City’s Risk Administrator shall be submitted to City prior to execution of this Agreement on behalf of the City.
e) The terms of the insurance policy or policies issued to provide the above insurance coverage shall provide that said insurance may not be amended or canceled by the carrier, for nonpayment of premiums otherwise, without 30 days prior written notice of amendment or cancellation to City. In the event the said insurance is canceled, Grantee shall, prior to the cancellation date, submit new evidence of insurance in the amounts heretofore established.
f) All required insurance must be in effect prior to awarding the grant, and it or a successor policy must be in effect for the duration of the Agreement. Maintenance of proper insurance coverage is a material element of the Agreement, and the failure to maintain and renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract. If Grantee, at any time during the term of this Agreement, should fail to secure or maintain any insurance required under this Agreement, City shall be permitted to obtain such insurance in Grantee’s name and shall be compensated by Grantee for the cost of the insurance premiums.
g) Should Grantee, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain coverage at Grantee’s expense and deduct the cost of such insurance from payments due to Grantee under this Agreement or terminate. In the alternative, should Grantee fail to meet any of the insurance requirements under this Agreement, City may cancel the Agreement immediately with no penalty. h) Should Grantee’s insurance required by this Agreement be cancelled at any point prior to expiration of the policy, Grantee must notify City within 24 hours of receipt of notice of cancellation. Furthermore, Grantee must obtain replacement coverage that meets all contractual requirements within 10 days of the prior insurer’s issuance of notice of cancellation. Grantee must ensure that there is no lapse in coverage.
7. Nothing herein contained shall be construed as limiting in any way the extent to which Grantee may be held responsible for payments of damages to persons or property resulting from Grantee’s or its subcontractor’s performance of the work covered under this Agreement.
8. This Agreement supersedes any and all agreements, either oral or written, between the parties hereto with respect to the services by the Grantee for City and contains all of the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, either orally or otherwise, have been made by any party, which are not embodied herein, and that no other agreement, statement, or promise not contained in this Agreement shall be valid or binding. Any modification of this Agreement will be effective only if it is in writing signed by the party to be charged.
9. The period of this Agreement shall extend from July 1, 2026, and expire on June 30, 2027. However, this Agreement may be extended year to year after its initial expiration, based upon the same terms and conditions, and upon request by the Grantee, approval by the City Council, and appropriation of funds.
10. This Agreement may be suspended or terminated at any time by either party upon giving thirty (30) days written notice. City may immediately suspend or terminate this Agreement verbally (followed by written confirmation) or in writing with or without cause. In such event, Grantee will be compensated for all services rendered and all necessarily incurred costs performed in good faith in accordance with the terms of this Agreement that have not been previously reimbursed, to the date of said suspension or termination to the extent that funds are available.
11. Grantee agrees that funds shall be disbursed or encumbered no later than June 30, 2027. Any and all funds remaining as of June 30, 2027, which have not been disbursed or encumbered, shall be returned to City unless a written extension is requested of the City.
12. Grantee agrees to indemnify and hold City, its officers, agents and employees harmless from any and all claims of the United States of America for reimbursements of funds or any portion thereof due to the improper use of funds.
13. Pursuant to Senate Bill 542, chaptered in 1999, the Employment Development Department (EDD) of the State of California requires that a W-9 Form be filed by all vendors for all contracts entered into with the City. Grantee agrees to complete all required forms necessary to comply with EDD regulations. This requirement became effective January 1, 2001.
14. Notices and communication concerning this Agreement shall be sent to the following addresses:
City of Santa Clarita Grantee
23920 Valencia Boulevard, Suite 120 SCV Committee on Aging Santa Clarita, CA 91355 SCV Senior Center
Attn: Kenneth W. Striplin 27180 Golden Valley Road
Santa Clarita, CA 91350
Attn: Kevin MacDonald
15. The effective date of this Agreement shall be the latest date of execution hereinafter set forth opposite the names of the signatures hereto. In the event Grantee fails to set forth a date of execution opposite the name(s) of Grantee’s signature, Grantee hereby authorizes City, by and through its representative, to insert the date of execution by Grantee’s signator(s) as the date said Agreement, as executed by Grantee, is received by City. [SIGNATURES ON NEXT PAGE]
ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE. The Parties agree that this Agreement may be transmitted and signed by electronic mail by either/any or both/all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California Government Code section 16.5 and Civil Code section 1633.7.
IN WITNESS WHEREOF, the parties hereto have executed this contract on this date of FOR GRANTEE:
SANTA CLARITA VALLEY COMMITTEE ON AGING:
By:
Print Name & Title
Date:
FOR CITY OF SANTA CLARITA:
KENNETH W. STRIPLIN, CITY MANAGER
By:
City Manager
Date:
APPROVED AS TO FORM:
JOSEPH M. MONTES, CITY ATTORNEY
By:
City Attorney
Date: