City of Visalia Page 1 of 32 CDBG Subrecipient Agreement (Name of Program)
SUBRECIPIENT AGREEMENT BETWEEN
THE CITY OF VISALIA, CALIFORNIA
AND
(Subrecipient Name)
FOR
(program funding year)
THE CITY OF VISALIA
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM
(Program Name)
City of Visalia Page 2 of 32 CDBG Subrecipient Agreement (Name of Program)
TABLE OF CONTENTS
ARTICLE 1- PROJECT ............................................................................................................... 6 SECTION 1: SCOPE OF SERVICES ................................ ................................ ................................ ......6 A. Activities ..................................................................................................................................................... 6
1. General Statement ................................................................................................................................. 6
2. Program Delivery ................................................................................................................................... 6
3. Administration ....................................................................................................................................... 6 B. National Objectives .................................................................................................................................... 6 C. Goals and Performance Measures/Milestones .......................................................................................... 6 D. Staffing ........................................................................................................................................................ 7 E. Performance Monitoring ............................................................................................................................ 7 F. Special Conditions ...................................................................................................................................... 7 SECTION 2: PROJECT DESCRIPTION ................................ ................................ ................................ .7 SECTION 3: TERM OF AGREEMENT ................................ ................................ ................................ ..7 SECTION 4: PROGRAM REPORTING ................................ ................................ ................................ .8 ARTICLE 2- FINANCIAL MANAGEMENT ................................................................................... 8 SECTION 1: PAYMENTS AND BUDGET ................................ ................................ ............................. 8 A. General Statement ..................................................................................................................................... 8 B. Payments .................................................................................................................................................... 8 C. Budget, Program Year _______ .................................................................................................................. 9 D. Termination: ............................................................................................................................................... 9 E. Closeout .................................................................................................................................................... 10 SECTION 2: DOCUMENTATION OF COSTS AND OTHER FINANCIAL REPORTING ............................... 10 SECTION 3: REIMBURSEMENT................................ ................................ ................................ ....... 11 SECTION 4: PROGRAM INCOME ................................ ................................ ................................ .... 11 SECTION 5: INDIRECT COSTS ................................ ................................ ................................ ........ 12 SECTION 1: NOTICES ................................ ................................ ................................ ..................... 12 SECTION 2: GENERAL CONDITIONS ................................ ................................ .............................. 12 A. General Compliance ................................................................................................................................. 12 B. “Independent Contractor”........................................................................................................................ 13 C. Hold Harmless........................................................................................................................................... 14 D. Workers’ Compensation ........................................................................................................................... 14 E. Insurance & Bonding ................................................................................................................................ 14
1. Insurance ............................................................................................................................................. 14
2. Minimum Scope and Limits of Insurance ............................................................................................. 14 a. Commercial General Liability (CGL)................................................................................................. 14 b. Automobile Liability ........................................................................................................................ 14 c. Workers’ Compensation ................................................................................................................. 14 d. Professional Liability (Errors and Omissions) .................................................................................. 14
3. Deductibles and Self-Insured Retentions ............................................................................................. 15
4. Other Insurance Provisions .................................................................................................................. 15 a. General Liability and Automobile Liability Coverages ..................................................................... 15
5. Acceptability of Insurers ...................................................................................................................... 15
6. Verification of Coverage ...................................................................................................................... 16
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7. Waiver of Subrogation ......................................................................................................................... 16
8. Special Risks or Circumstances ............................................................................................................ 16
9. Subcontractors ..................................................................................................................................... 16 F. Licensing ................................................................................................................................................... 16 G. Amendments ............................................................................................................................................ 16 H. Failure to Perform .................................................................................................................................... 17 I. Suspension or Termination ....................................................................................................................... 17 J. Ownership of Documents ......................................................................................................................... 18 SECTION 3: ADMINISTRATIVE REQUIREMENTS ................................ ................................ .............. 18 A. Financial Management ............................................................................................................................. 18
1. Accounting Standards .......................................................................................................................... 18
2. Cost Principles ...................................................................................................................................... 18 B. Documentation and Record Keeping ........................................................................................................ 18
1. Records to be Maintained ................................................................................................................... 18
2. Retention ............................................................................................................................................. 19
3. Client Data ........................................................................................................................................... 19
4. Disclosure ............................................................................................................................................. 19
5. Audits & Inspections ............................................................................................................................ 19 C. Citizen Participation.................................................................................................................................. 19 D. Procurement ............................................................................................................................................. 19
1. Compliance: ......................................................................................................................................... 19
2. Standards ............................................................................................................................................ 20 E. Travel ........................................................................................................................................................ 20 F. Use and Reversion of Assets ..................................................................................................................... 20 SECTION 4: RELOCATION, REAL PROPERTY ACQUISITION AND ONE-FOR-ONE HOUSING REPLACEMENT ................................ ................................ ................................ ............................. 20 SECTION 5: PERSONNEL & PARTICIPANT CONDITIONS ................................ ................................ ... 21 A. Civil Rights ................................................................................................................................................ 21
1. General Compliance ............................................................................................................................. 21
2. Nondiscrimination ............................................................................................................................... 21
3. Land Covenants .................................................................................................................................... 22
4. Section 504 .......................................................................................................................................... 22
5. Architectural Barriers Act/Americans with Disabilities Act ................................................................. 22 B. Affirmative Action..................................................................................................................................... 23
1. Approved Plan...................................................................................................................................... 23
2. Women- and Minority-Owned Businesses (W/MBE) .......................................................................... 23
3. Access to Records ................................................................................................................................ 23
4. Notifications ......................................................................................................................................... 23
5. Equal Employment Opportunity and Affirmative Action (EEO/AA) Statement ................................... 23
6. Subcontract Provisions ........................................................................................................................ 24 C. Employment Restrictions.......................................................................................................................... 24
1. Prohibited Activity ............................................................................................................................... 24
2. Labor Standards ................................................................................................................................... 24
3. Drug-Free Workplace ........................................................................................................................... 24
4. “Section 3” Clause ................................................................................................................................ 25 a. Compliance ..................................................................................................................................... 25 b. Notifications .................................................................................................................................... 26 c. Subcontracts ................................................................................................................................... 26 D. Conduct .................................................................................................................................................... 26
1. Assignability ......................................................................................................................................... 26
2. Subcontracts ........................................................................................................................................ 26
City of Visalia Page 4 of 32 CDBG Subrecipient Agreement (Name of Program)
a. Approvals ........................................................................................................................................ 26 b. Monitoring ...................................................................................................................................... 27 c. Content ........................................................................................................................................... 27 d. Selection Process ............................................................................................................................ 27
3. Hatch Act ............................................................................................................................................. 27
4. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions .................................................................................................................................... 27
5. Confidentiality ..................................................................................................................................... 27
6. Conflict of Interest ............................................................................................................................... 28
7. Lobbying ............................................................................................................................................... 28
8. Grantee Recognition ............................................................................................................................ 29
9. Copyright ............................................................................................................................................. 29
10. Religious Activities ............................................................................................................................... 29
11. Other Program Requirements ............................................................................................................. 29 SECTION 6: ENVIRONMENTAL................................ ................................ ................................ ....... 29 A. Air and Water ........................................................................................................................................... 30 B. Flood Disaster Protection ......................................................................................................................... 30 C. Lead-Based Paint ...................................................................................................................................... 30 D. Historic Preservation ................................................................................................................................ 31 SECTION 8: SEVERABILITY ................................ ................................ ................................ ............. 31 SECTION 9: SECTION HEADINGS AND SUBHEADINGS ................................ ................................ ..... 31 SECTION 10: WAIVER ................................ ................................ ................................ ................... 31 SECTION 11: SUCCESSORS ................................ ................................ ................................ ............ 31 SECTION 12: ENTIRE AGREEMENT ................................ ................................ ................................ . 31 SECTION 13: NO THIRD-PARTY BENEFICIARIES ................................ ................................ .............. 32 SECTION 14: ATTORNEYS FEES ................................ ................................ ................................ ..... 32 SECTION 15: GOVERNING LAW AND JURISDICTION ................................ ................................ ...... 32
City of Visalia Page 5 of 32 CDBG Subrecipient Agreement (Name of Program)
SUBRECIPIENT AGREEMENT BETWEEN
THE CITY OF VISALIA, CALIFORNIA
AND
(Subrecipient Name)
FOR
THE CITY OF VISALIA
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM
(Program Name)
THIS AGREEMENT, entered this 1st day of July, 2025, by and between the CITY OF VISALIA (herein called the “Grantee” and/or “City”) and _____________________ (herein called the “Subrecipient”).
WHEREAS, the Grantee has applied for and received funds from the U.S. Department of Housing and Urban Development (HUD), under Title 1 of the Housing and Community Development Act of 1974, as amended (HCD Act), Public Law 93-383; and
WHEREAS, The program year 2025 annual action plan - CDBG allocation, approved by City Council was $__________; and
WHEREAS, the CITY has the desire to secure services to assist in the preparation and completion of the items of work described as “Scope of Work” in cluded in City’s Request for Proposal (“RFP”) No. 24-25- 23;and
WHEREAS, SUBRECIPIENT is a Non-Profit with a primary business address of _________________(ADDRESS, CITY, STATE), and EIN: ---------------; and DUNS No. -----------------; and
WHEREAS, the SUB RECIPIENT shall comply with the Community Development Block Grant regulations, 24 CFR 570, including, but not limited to 2 CFR 200, 230 cost principles for non-profit organizations; and
WHEREAS, the SUB RECIPIENT represents it is licensed, qualified and willing to provide such services pursuant to terms and conditions of this Agreement.
WHEREAS, the City has determined, and Subrecipient certifies, that the activity being carried out under this Agreement further the needs of Visalia, policy and intent of the CDBG Program goals and objectives identified in the Consolidated Plan, Strategic Plan and Annual Action Plans.
WHEREAS, on ____________(date), the City Council authorized the contract for services, effective __________, for a two-year term, with the authorization and the option to extend the contract up to three (3) one-year extensions thereafter, at the same rate, based upon CDBG funding allocation to the Program, and based upon the inclusion of performance measurements (objectives and outcomes); and
WHEREAS, the Grantee wishes to engage the Subrecipient to assist the Grantee in utilizing such funds;
NOW, THEREFORE, it is agreed between the parties hereto that:
City of Visalia Page 6 of 32 CDBG Subrecipient Agreement (Name of Program)
ARTICLE 1- PROJECT
SECTION 1: SCOPE OF SERVICES
A. Activities
1. General Statement : The Subrecipient will be responsible for administering and providing public support services to people experiencing and at -risk of homelessness with the community. The Subrecipient will be responsible for administering a Community Development Block Grant (CDBG) Public Services P rogram (“Program”) in a manner satisfactory to the City and consistent with any standards required as a condition of providing these funds. Such program implementation will include, but not be limited to, the following activities eligible under the CDBG program:
2. Program Delivery:
The 2025/26 (FY) Annual Action Plan, CDBG Allocation, approved by City Council on ______________, allocated $_________ and shall be directed toward the following deliverable:
Activity #1 Description of the Program, Services.
3. Authorized Scope of Work:
Subrecipient must utilize the funds in accordance with RFP No. 24-25-23 attached hereto as Exhibit “A”, and Subrecipient’s proposal in response to RFP No. 24-25-23, attached hereto as Exhibit “B,” ” and which includes, among other things, the Subrecipient’s scope of services, tasks to be performed and a schedule for completing the tasks. Subrecipient will use the proceeds in accordance with the Budget attached hereto as Exhibit “C”.
4. Administration: Not applicable.
B. National Objectives
All activities funded with CDBG funds must meet one of the CDBG program’s National Objectives:
benefit low- and moderate-income persons, as defined in 24 CFR 570.208.
The Subrecipient certifies that the activity/activities carried out under this Agreement will meet the National Objective of 570.208 will benefit low to moderate income persons (clientele)
C. Goals and Performance Measures/Milestones
The levels of accomplishment may include such measures as persons or households assisted, or meals served, services provided, and should also include time frames for performance.
City of Visalia Page 7 of 32 CDBG Subrecipient Agreement (Name of Program)
The Subrecipient agrees to provide the following levels of program services:
Activity Units per Month Total Units/Year Activity #1 # #
Activity #2 # #
Units of service shall be considered: The number of units for Activity #1 is defined as the number of people who are homeless or at -risk of becoming homeless served each year (additional description of unit goal (objectives)
D. Staffing
The Subrecipient will dedicate the following staffing to the Project:
Project Oversight:
(name)
Financial Management:
Name
Implementation:
Name, Title
E. Performance Monitoring
The Grantee will monitor the performance of the Subrecipient goals and performance standards as stated above. Substandard performance as determined by the Grantee will constitute noncompliance with this Agreement. If action to correct such substandard performance is not taken by the Subrecipient within a reasonable period of time after being notified by the Grantee Agreement, suspension or termination procedures will be initiated.
F. Special Conditions
N/A
SECTION 2: PROJECT DESCRIPTION
Type of Project: Public Service
Project Location: Visalia, CA
Service Area: City of Visalia
Matrix Code: 05
Basic Eligibility Citation: 24 CFR 570.208(e): Public Service Amount Funded: PY _________ - $_______
SECTION 3: TERM OF AGREEMENT
City of Visalia Page 8 of 32 CDBG Subrecipient Agreement (Name of Program)
The term of this Agreement is ____________ through ___________. The term of this Agreement may be extended should additional time for auditing this project be required, in accordance with law; this Agreement shall be deemed automatically extended until such time as the said audit shall be completed. The provisions herein shall be extended to cover any additional time period during which the Subrecipient remains in control of CDBG funds or other CDBG assets, including program income.
SECTION 4: PROGRAM REPORTING
The Subrecipient shall submit such reports as are required by the City to meet its local obligations and its obligations to HUD. The City will prescribe the report format, as well as the time and location for submission of such reports. Required reports include, but are not limited to the following:
▪ Quarterly reports which shall include the progress made to date, or justification for lack of progress, in providing the services specified in Article 1, Section 1: Scope of Services, of this Agreement.
▪ Quarterly reports on demographic and income information regarding persons assisted by the Subrecipient through this Agreement.
▪ Closeout reports including a final performance report, inventory of all property acquired or improved by CDBG funds, and final financial report, upon termination or completion of the services specified in this Agreement.
ARTICLE 2- FINANCIAL MANAGEMENT
SECTION 1: PAYMENTS AND BUDGET
A. General Statement
The City shall reimburse the Subrecipient its allowable costs for the services identified in this Agreement not to exceed the annual allocation referenced under Section 2upon presentation of properly executed reimbursement forms as provided by and approved by the City.
Allowable costs shall mean those necessary and proper costs identified in the Subrecipient’s application and budget and approved by the City unless any or all such costs are disallowed by HUD. Such reimbursement shall constitute full and complete payment by the City under this Agreement.
Any reimbursement made under this Agreement must comply with the applicable requirements of 24 CFR Part 85 (or reference to superseded regulations 2 CFR 200). The Subrecipient may not request disbursement of funds under this Agreement until the funds are needed for payment of allowable costs.
B. Payments
City of Visalia Page 9 of 32 CDBG Subrecipient Agreement (Name of Program)
Reimbursement request s must be mailed to: Rhonda Haynes , City of Visalia, 315 E. Acequia Avenue, Visalia, CA 93291. Payment shall be made upon receipt of completed reimbursement requests.
Reimbursement payments shall be made to:
Name
Address
Payments may be contingent upon certification of the Subrecipient’s financial management system in accordance with the standards specified in 2 CFR 200,.
Drawdowns for the payment of allowable costs shall be made against the line-item budgets specified in Paragraph C, below, and in accordance with performance. Expenses for general administration shall also be paid against the line-item budgets specified in Paragraph C and in accordance with performance.
C. Budget, Program Year _______
Line Item Amount
Salaries $0
Fringe $0
Office Space (program only) $0
Utilities $0
Communications $0
Reproduction/Printing $0
Services (if applicable $0
Supplies and Materials $0
Mileage $0
Audit $0
Other (Specify): Direct Allocations, Operational & Program Expenses $0 Indirect Costs (Specify): $0
TOTAL $0
Any amendments to the budget must be approved in writing by both the Grantee and the Subrecipient. Any indirect costs charged must be consistent with the conditions of Article 2, Section 5 of this Agreement . In addition, the Grantee may require a more detailed budget breakdown than the one contained herein, and the Subrecipient shall provide such supplementary budget information in a timely fashion in the form and content prescribed by the Grantee.
D. Termination:
City of Visalia Page 10 of 32 CDBG Subrecipient Agreement (Name of Program)
This Agreement may be terminated by the City immediately and without notice for cause or by City without cause upon thirty (30) days’ written notice of termination to Subrecipient. Upon termination, Subrecipient shall be entitled to compensation for Services performed up to the effective date of termination, unless this Agreement is terminated for cause, in which case, City may withhold compensation due Subrecipient in order to reimburse City for any losses, damages or expenses caused by Subrecipient’s default under this Agreement.
E. Closeout
Upon termination of this Agreement, in whole or in part for any reason including completion of the project, the following provisions may apply:
▪ Upon written request by the Subrecipient, the City shall make or arrange for payments to the Subrecipient of allowable reimbursable costs not covered by previous payments;
▪ Disposition of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and accounts receivable to the Grantee); ▪ The Subrecipient shall submit within thirty (30) days after the date of expiration of this Agreement, all financial, performance and other reports required by this Agreement, and in addition, will cooperate in a program audit by the City or its designee; and
▪ Closeout of funds will not occur unless all requirements of 24 CFR 570.509 , and 2 CFR 200.343, are met and all outstanding issues with the Subrecipient have been resolved to the satisfaction of the City.
The Subrecipient’s obligation to the Grantee shall not end until all closeout requirements are completed. Activities during this close -out period shall include, but are not limited to: making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and accounts receiva ble to the Grantee), and determining the custodianship of records . Notwithstanding the foregoing, the terms of this Agreement shall remain in effect during any period that the Subrecipient has control over CDBG funds, including program income.
SECTION 2: DOCUMENTATION OF COSTS AND OTHER FINANCIAL REPORTING
All costs shall be supported by properly executed payrolls, time records, invoices, vouchers or other official documentation, as evidence of the nature and propriety of the charges. All accounting documents pertaining in whole or in part to this Agreement shall be clearly identified and readily accessible, and upon reasonable notice, the City and HUD shall have the right to audit the records of the Subrecipient as they relate to the Agreement and the activities and services described herein.
The Subrecipient shall also:
▪ Maintain an effective system of internal fiscal control and accountability for all CDBG funds and property acquired or improved with CDBG funds, and make sure the same are used solely for authorized purposes.
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▪ Keep a continuing record of all disbursements by date, check number, amount, vendor, description of items purchased and line item from which the money was expended, as reflected in the Subrecipient’s accounting records.
▪ Maintain payroll, financial, and expense reimbursement records for a period of four (4) years after receipt of final payment under this Agreement.
▪ Permit inspection and audit of its records with respect to all matters authorized by this Agreement by representatives of the City or HUD at any time during normal business hours and as often as necessary.
▪ Inform the City concerning any funds allocated to the Subrecipient, that the Subrecipient anticipates will not be expended during the term of this Agreement, and permit the reassignment of the same by the City to other Subrecipients.
▪ Repay the City any funds in its possession at the time of the termination of this Agreement that may be due to the City or HUD.
▪ Maintain complete records concerning the receipt and use of all program income. Program income shall be reported on a monthly basis on forms provided by the City.
SECTION 3: REIMBURSEMENT
The City shall reimburse the Subrecipient only for actual incurred costs upon presentation of properly executed reimbursement forms as provided and approved by the City. Only those allowable costs directly related to this Agreement shall be paid. The amount of each request must be limited to the amount needed for payment of eligible costs.
In the event that the City or HUD determines that any funds were expended by the Subrecipient for unauthorized or ineligible purposes or the expenditures constitute disallowed costs in any other way, the City or HUD may order repayment of the same. The Subrecipient shall remit the disallowed amount to the City within thirty (30) days of written notice of the disallowance.
The Subrecipient agrees that funds determined by the City to be surplus upon completion of the Agreement will be subject to cancellation by the City.
The Subrecipient aggress that upon expiration of this Agreement, the Subrecipient shall transfer to the City any CDBG funds on hand at the time of the expiration and any accounts receivable attributable to the use of CDBG funds.
The City shall be relieved of any obligation for payments if funds allocated to the City cease to be available for any cause other than misfeasance of the City itself.
The City reserves the right to withhold payments pending timely delivery of program reports or documents as may be required under this agreement.
SECTION 4: PROGRAM INCOME
City of Visalia Page 12 of 32 CDBG Subrecipient Agreement (Name of Program)
The Subrecipient shall report monthly on all program income (as defined at 24 CFR 570.500(a)) generated by activities carried out with CDBG funds made available under this Agreement. The use of program income by the Subrecipient shall comply with the requirements set forth at 24 CFR 570.504.
By way of further limitations, the Subrecipient may use such income only during the term of this Agreement and only for activities permitted under this Agreement and shall reduce requests for additional funds by the amo unt of any such program income balances on hand. All unexpended program income shall be returned to the City at the completion of the Agreement. Any interest earned on cash advances from the U.S. Treasury and from funds held in a revolving fund account is not program income and shall be remitted promptly to the Grantee.
SECTION 5: INDIRECT COSTS
If indirect costs are charged, the Subrecipient will develop an indirect cost allocation plan for determining the appropriate Subrecipient’s share of administrative costs and shall submit such plan to the Grantee for approval, in a form specified by the Grantee.
ARTICLE 3- GENERAL CONDITIONS AND REQUIREMENTS
SECTION 1: NOTICES
Notices required by this Agreement shall be in writing and delivered via mail (postage prepaid), commercial courier, personal delivery or sent by facsimile or other electronic means. Any notice delivered or sent as aforesaid shall be effective on the date of delivery or sending. All notices and other written communications under this Agreement shall be addressed to the individuals in the capacities indicated below, unless otherwise modified by subsequent written notice.
Grantee/City Subrecipient
City of Visalia Name
707 W. Acequia Ave. address
Visalia, CA 93291 City, State, Zip
(559) 713-4460 Phone No.
(559) 713-4814 Email
[email protected] Website
SECTION 2: GENERAL CONDITIONS
A. General Compliance
The Subrecipient agrees to comply with the requirements of Title 24 of the Code of Federal Regulations, Part 570 (the U.S. Housing and Urban Development regulations concerning Community Development Block Grants (CDBG)) including subpart J and subpart K of these regulations, except that (1) the Subrecipient does not assume the recipient’s environmental responsibilities described in 24 CFR 570.604 and (2) the Subrecipient does not assume the recipient’s responsibility for initiating the review process under the provisions of 24 CFR Part 52.
The Subrecipient also agrees to comply with all other applicable Federal, State and local laws, regulations, and policies governing the funds provided under this Agreement. The Subrecipient
City of Visalia Page 13 of 32 CDBG Subrecipient Agreement (Name of Program)
further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available.
The Subrecipient shall comply with all applicable Federal laws, regulations, and requirements and all provisions of this Agreement, which include compliance with the provisions of the HCD Act and all rules, regulations, guidelines, and circulars promulgate d by the various Federal departments, agencies, administrations, and commissions relating to the CDBG Program . The applicable laws and regulations include, but are not limited to:
▪ 24 CFR Part 570;
▪ 2 CFR 200
▪ 24 CFR 570.502 (a), (b),
▪ 2 CFR part 2400;
▪ OMB Circular A-128, “Audits of State and Local Governments” "; ▪ The Davis-Bacon Fair Labor Standards Act;
▪ The Contract Work Hours and Safety Standards Act of 1962; ▪ Copeland “Anti-Kickback” Act of 1934;
▪ Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA);
▪ Title VI of the Civil Rights Act of 1964; (Public Law 88-352 implemented in 24 CFR Part 1) ▪ Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (Public Law 90 -234 and Executive Order 11063 as amended by Executive Order 12259 (implemented in 24 CFR Part 107); ▪ Sections 104(b) and 109 of the Housing and Community Development Act of 1974; ▪ Section 3 of the Housing and Urban Development Act of 1968; ▪ Equal employment opportunity and minority business enterprise regulations established in 24 CFR part 570.904;
▪ Non-discrimination in employment, established by Executive Order 11246 (as amended by Executive Orders 11375 and 12086);
▪ Section 504 of the Rehabilitation Act of 1973 Uniform Federal Accessibility Standards; ▪ The Architectural Barriers Act of 1968;
▪ The Americans With Disabilities Act (ADA) of 1990;
▪ The Age Discrimination Act of 1975, as amended;
▪ National Environmental Policy of 1969 (42 USC 4321 et seq.), as amended; ▪ Lead Based paint regulations established in 24 CFR Parts 35, 570.608, and 24 CFR 982.401; ▪ Asbestos guidelines established in CPD Notice 90-44;
▪ HUD Environmental Criteria and Standards (24 CFR Part 51); ▪ The Energy Policy and Conservation Act (Public Law 94-163) and 24 CFR Part 39; ▪ Historic Preservation Act of 1966, as amended, and related laws and Executive Orders; ▪ Executive Order 11988, Floodplain Management, 1977 (42 FR 26951 et seq.); and ▪ Flood Disaster Protection Act of 1973.
B. “Independent Contractor”
Nothing contained in this Agreement is intended, or shall be construed in any manner to create or establish the relationship of employer/employee between the Grantee and the Subrecipient.
The Subrecipient shall at all times remain an “independent contracto r” with respect to the services to be performed under this Agreement. The Grantee shall be exempt from payment of
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all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers’ Compensation Insurance, as the Subrecipient is an independent contractor.
C. Hold Harmless
To the extent permitted by law, the Subrecipient agrees to hold harmless, defend and indemnify the City and its appointed and elected officers and employees from and against any and all liability, loss, costs, damage and expense, including costs and attorney fees in defense thereof because of any actions, claims, lawsuits, damages, charges and judgments whatsoever that arise out of the Subrecipient’s performance or nonperformance of the services or subject matter called for in this Agreement.
D. Workers’ Compensation
The Subrecipient shall provide Workers’ Compensation Insurance coverage for all of its employees involved in the performance of this Agreement.
E. Insurance & Bonding
1. Insurance: The Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his agents, representatives, employees or subcontractors. The cost of such insurance shall be included in the Contractor's bid.
2. Minimum Scope and Limits of Insurance: Coverage shall be at least as broad as:
a. Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 0001 1207 covering CGL on an “occurrence” basis, including products-completed operations, personal and advertising injury, with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
b. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired (Code 8), and non-owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage.
c. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease.
d. Professional Liability (Errors and Omissions): Insurance appropriate to Contractor’s profession, with a limit of no less than $1,000,000 per occurrence and $1,000,000 aggregate.
Contractor’s insurance policies shall be “occurrence” policies and not “claims -made” coverage.
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Contractor may maintain an Umbrella policy in conjunction with the insurance policies referenced above. In such case, Contractor shall be deemed to have satisfied the insurance requirements of this contract as long as: (i) the coverage limits of the Umbrella policy and of the underlying liability policy(ies), when combined, satisfy each o f the per occurrence and aggregate requirements identified in this subsection A.; and (ii) coverage under the Umbrella policy is as broad as and includes all incidents and events covered by the underlying insurance that it supplements.
3. Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
Alternatively, the City may require the Contractor to provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses within the retention.
4. Other Insurance Provisions: The policies are to contain, or be endorsed to contain, the following provisions:
a. General Liability and Automobile Liability Coverages:
▪ The City and its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations; products used by the Contractor; or automobiles owned, leased, hired or borrowed by the Contractor. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10 and CG 20 37 if a later edition is used. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers.
▪ For any claims related to this contract, the Contractor’s insurance coverage shall be primary insurance as respects the City and its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City and/or its officers, officials, employees, or volunteers shall be in excess of the Contractor’s insurance and shall be non-contributory.
▪ Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees, or volunteers.
▪ The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.
5. Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII.
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6. Verification of Coverage: Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
7. Waiver of Subrogation: Contractor hereby grants to City and its officers, officials, employees, and volunteers a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City and/or its officers, officials, employees, and volunteers by virtue of the payment of any loss under such insurance. Contractor agrees to obtain endorsements necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer.
8. Special Risks or Circumstances: Entity reserves the right to modify the insurance requirements contained in this contract, including, without limitation, coverage limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
9. Subcontractors: Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
F. Licensing
The Subrecipient agrees to comply with and obtain at its own expense, if necessary, all applicable Federal, State, City or Municipal standards for licensing, certifications and operation of facilities and programs, and accreditation and licensing of individuals, and any other standards or criteria as described in this Agreement to assure quality of services.
In the event of an investigation or suspension regarding any Subrecipient license s related to the services for which the City is providing funding under this Agreement, the City may terminate this Agreement and withhold further Agreement funds. In addition, monies already received under this Agreement may be owed back to the City.
G. Amendments
The parties may amend this Agreement at any time provided that such amendments make specific reference to this Agreement and are executed in writing, signed by a duly authorized representative of each organization, and approved by the Grantee’s governing b ody. Such amendments shall not invalidate this Agreement, nor relieve or release the Grantee or Subrecipient from its obligations under this Agreement. The Grantee may, in its discretion, amend this Agreement to conform with Federal, State or local govern mental guidelines, policies or available funding amounts, or for other reasons. If such amendments result in a change in the funding, the scope of services, or schedule of the activities to be undertaken as part of this Agreement, such modifications will be incorporated only by written amendment signed by both Grantee and Subrecipient.
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H. Failure to Perform
In the event of a failure by the Subrecipient to comply with any terms or conditions of this Agreement or to provide in any manner activities or other performance as agreed herein, the City reserves the right to temporarily withhold all or any part of payment pending correction of the deficiency, suspend all or part of the Agreement, or prohibit the Subrecipient from incurring additional obligation of funds until the City is satisfied that corrective action has been taken or completed. The option to withhol d funds is in addition to, and not in lieu of the City’s right to suspend or terminate this Agreement. The City may consider performance under this Agreement when considering future awards.
I. Suspension or Termination
The Grantee may pursue such remedies as are available to it in accordance with 2 CFR 200.338 200.339,, including but not limited to suspension or termination of this Agreement, if the Subrecipient materially fails to comply with any terms or conditions of this Agreement, which include, but are not limited to, the following:
▪ Failure to comply with any of the rules, regulations or provisions referred to herein, or such statutes, regulations, executive orders, and HUD guidelines, policies or directives as may become applicable at any time;
▪ Failure, for any reason, of the Subrecipient to fulfill in a timely and proper manner its obligations under this Agreement;
▪ Ineffective or improper use of funds provided under this Agreement;
▪ Submission by the Subrecipient to the Grantee reports that are incorrect or incomplete in any material respect; or
▪ Failure to take satisfactory corrective action as directed by the City.
In accordance with 2 CFR 200.339, this Agreement may also be terminated for convenience by either the Grantee or the Subrecipient, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. If, in the case of a partial termination, however, the Grantee determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the Grantee may terminate the award in its entirety.
In the event that funding from the Federal government is withdrawn, reduced or limited in any way after the effective date of this Agreement but prior to its normal completion, the City may summarily terminate this Agreement as to the funds reduced or limited, notwithstanding any other termination provisions of this Agreement.
Termination under this Section shall be effective upon receipt of written notice.
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In the case of a suspension or termination, monies already received under this Agreement may be owed back to the City and the City may also declare the Subrecipient ineligible for further participation in the CDBG program.
J. Ownership of Documents
All documents and other writings and electronic disks containing drawings prepared by and for Subrecipient, its officers, employees, agents and subcontractors in the course of implementing this Agreement, except working notes and internal documents, shall become the property of the City, and the City shall have the sole right to use such materials in its discretion without further compensation to Subrecipient or to any other party. Subrecipient shall, at Subrecipient’s expense, provide such reports, plans, studies, documents and other writings to City upon written request.
However, the City’s use of completed documents for other projects and/or the use of uncompleted documents without the written authorization of Subrecipient, will be at the City’s sole risk.
SECTION 3: ADMINISTRATIVE REQUIREMENTS
A. Financial Management
1. Accounting Standards : The Subrecipient agrees to comply with 2 CFR 200 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred.
2. Cost Principles: The Subrecipient shall administer its program in conformance with 2 CFR 200 as applicable. These principles shall be applied for all costs incurred whether charged on a direct or indirect basis.
B. Documentation and Record Keeping
1. Records to be Maintained: The Subrecipient shall maintain all records required by the Federal regulations specified in 24 CFR 570.506 that are pertinent to the activities to be funded under this Agreement. Such records shall include but are not be limited to:
▪ Records providing a full description of each activity undertaken;
▪ Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program;
▪ Records required to determine the eligibility of activities;
▪ Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance;
▪ Records documenting compliance with the fair housing and equal opportunity components of the CDBG program;
▪ Financial records as required by 24 CFR 570.502, and 2 CFR 200.333; and
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▪ Other records necessary to document compliance with Subpart K of 24 CFR Part 570.
2. Retention: The Subrecipient shall retain all financial records, supporting documents, statistical records, and all other records pertinent to the Agreement for a period of five (5) years. The retention period begins on the date of the submission of the Grantee’s annual performance and evaluation report to HUD in which the activities assisted under the Agreement are reported on for the final time. Notwithstanding the above, if there are litigation, claims, audits, negotiations or other actions that involve any of the records cited and that have started before the expiration of the four year period, then such records must be retained until completion of the actions and resolution of all issues, or the expiration of the five (5) year period, whichever occurs later.
3. Client Data: The Subrecipient shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, demographic information and d escription of service provided. Such information shall be made available to Grantee monitors or their designees for review upon request.
4. Disclosure: The Subrecipient understands that client information collected under this contract is private and the use or disclosure of such information, when not directly connected with the administration of the Grantee’s or Subrecipient’s responsibilities with respec t to services provided under this Agreement, is prohibited by California law, unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent/guardian.
5. Audits & Inspections : All Subrecipient records with respect to any matters covered by this Agreement shall be made available to the Grantee, HUD, and the Comptroller General of the United States or any of their authorized representatives at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within thirty (30) days after receipt by the Subrecipient. Failure of the Subrecipient to comply with the above audit requirements will constitute a violation of this Agreement and may result in the withholding of future payments. The Subrecipient hereby agrees to have an annual agency audit conducted in accordance with current Grantee policy concerning subrecipient audits and 2 CFR 200..
C. Citizen Participation
The Subrecipient will have processes in place (satisfaction surveys, Board representation, grievance procedures, etc.) which receive, document and utilize the input from low -income persons potentially benefiting or affected by the program or project covere d under this Agreement.
D. Procurement
1. Compliance: The Subrecipient shall comply with current Grantee policy concerning the purchase of equipment and shall maintain inventory records of all non-expendable personal property as defined by such policy as may be procured with funds provided herein. All
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program assets (unexpended program income, property, equipment, etc.) shall revert to the Grantee upon termination of this Agreement.
2. Standards: Unless specified otherwise within this agreement, the Subrecipient shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.217 through 200.326 .
E. Travel
The Subrecipient shall obtain written approval from the Grantee for any travel outside the metropolitan area with funds provided under this Agreement.
F. Use and Reversion of Assets
The use and disposition of real property and equipment under this Agreement shall be in compliance with the requirements of 2 CFR 200.311 and 313, and 24 CFR 570.502, 570.503, and 570.504, as applicable, which include but are not limited to the following:
▪ The Subrecipient shall transfer to the Grantee any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration, cancellation, or termination.
▪ Real property under the Subrecipient’s control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of $25,000 shall be used to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until ten (10) years after expiration of this Agreement [or such longer period of time as the Grantee deems appropriate]. If the Subrecipient fails to use CDBG assisted real property in a manner that meets a CDBG National Objective for the prescribed period of time, the Subrecipient shall pay the Grantee an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. Such payment shall constitute program income to the Grantee. The Subrecipient may retain real property acquired or improved under this Agreement after the expiration of the ten-year period [or such longer period of time as the Grantee deems appropriate].
▪ In all cases in which equipment acquired, in whole or in part, with funds under this Agreement is sold, the proceeds shall be program income (prorated to reflect the extent to that funds received under this Agreement were used to acquire the equipment). Equipment not needed by the Subrecipient for activities under this Agreement shall be (1) transferred to the Grantee for the CDBG program or (2) retained after compensating the Grantee in an amount equal to the current fair market value of the equipment less the percentage of non-CDBG funds used to acquire the equipment.
SECTION 4: RELOCATION, REAL PROPERTY ACQUISITION AND ONE-FOR-ONE HOUSING
REPLACEMENT
The Subrecipient agrees to comply with (1) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24
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and 24 CFR 570.606(b); (2) the requirements of 24 CFR 570.606(c) governing the Residential Anti - displacement and Relocation Assistance Plan under section 104(d) of the HCD Act; and (3) the requirements in 24 CFR 570.606(d) governing optional relocation policies. The Grantee may, however, preempt the optional policies. The Subrecipient shall provide relocation assistance to displaced persons as defined by 24 CFR 570.606(b)(2) that are displaced as a direct result of acquisition, rehabilitation, demolition or conversion for a CDBG-assisted project. The Subrecipient also agrees to comply with applicable Grantee ordinances, resolutions and policies concerning the displacement of persons from their residences.
Displacement of persons (including families, individuals, businesses, non -profit organizations and farms) as a result of activities assisted with CDBG funds is generally discouraged.
SECTION 5: PERSONNEL & PARTICIPANT CONDITIONS
A. Civil Rights
1. General Compliance: The Subrecipient agrees to comply with Title VI of the Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246 as amended by Executive Orders 11375, 11478, 12107 and 12086.
2. Nondiscrimination: The Subrecipient agrees to comply with the nondiscrimination in employment and contracting opportunities laws, regulations, and executive orders referenced in 24 CFR 570.607, as revised by Executive Order 13279. The applicable nondiscrimination provisions in Section 109 of the HCDA are still applicable, which stipulates that no person in the United States shall on the grounds of race, color, national origin or sex be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part pursuant to agreement.
Additionally, the Subrecipient shall not, on the grounds of race, color, sex/gender, sexual orientation, familial status, religion, national origin, creed, ancestry, marital status, age or disability or handicap:
▪ Deny a qualified individual any facilities, financial aid, services or other benefits provided under this Agreement;
▪ Provide any facilities, financial aid, services or other benefits which are different, or are provided in a different manner, from those provided to others under this Agreement;
▪ Subject an individual to segregated or separate treatment in any facility, or in any matter if process related to receipt of any service or benefit under this Agreement;
▪ Restrict an individual’s access to or enjoyment of any advantage or privilege enjoyed by others in connection with any service or benefit under this Agreement;
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▪ Treat anyone differently from others in determining if they satisfy any admission, enrollment, eligibility, membership or other requirement or condition which the individual must meet to be provided a service or a benefit under this Agreement; and
▪ Deny anyone an opportunity to participate in any program or activity as an employee which is different from that afforded others under this agreement.
If assignment and/or subcontracting has been authorized in writing, said assignment or subcontract shall include appropriate safeguards against discrimination in client services binding upon each contractor or subcontractor. The Subrecipient shall take suc h actions as may be required to ensure full compliance with the provisions, including sanction for noncompliance.
3. Land Covenants: This contract is subject to the requirements of Title VI of the Civil Rights Act of 1964 (P. L. 88-352) and 24 CFR 570.601 and 570.602. In regard to the sale, lease, or other transfer of land acquired, cleared or improved with assistance provided under thi s Agreement, the Subrecipient shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land , or in any improvements erected or to be erected thereon, providing that the Grantee and the United States are beneficiaries of and entitled to enforce such covenants. The Subrecipient, in undertaking its obligation to carry out the program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate.
4. Section 504: The Subrecipient agrees to comply with all Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), which prohibits discrimination against the individuals with disabilities or handicaps in any Federally assisted program. The Grantee shall provide the Subrecipient with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement.
Any concerns regarding this provision should be directed to the City’s ADA Coordinator, at Melody Haigh, (559) 585-2583
5. Architectural Barriers Act/Americans with Disabilities Act : The Subrecipient shall meet the requirements, where applicable, of the Architectural Barriers Act and the Americans with Disabilities Act, as set forth in 24 CFR 570.614. A building or facility designed, constructed, or altered with funds allocated or real located under CDBG program after December 11, 1995 and that meets the definition of a “residential structure” as defined in 24 CFR Part 40.2 or the definition of a “building” as defined in 41 CFR Part 101 -19.602(a) is subject to the requirements of the Architectural Barriers Act of 1968 (42 USC 4151 -4157) and shall comply with the Uniform Federal Accessibility Standards. The Americans with Disabilities Act (“ADA”) (42 USC 12131; 47 USC 155, 210, 218, and 255) requires that the design and construction of facilities for first occupancy after January 26, 1993 must include measures to make them readily accessible and usable by individuals with disabilities. The ADA fu rther requires the removal of architectural barriers and communication barriers that are structural in nature in existing facilities, where such removal is readily achievable—that is, easily accomplishable and able to be carried out without much difficulty or expense.
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6. Notice of Non-Discrimination: Neither Grantee or Subrecipient shall not discriminate based on race, color, national origin, religion, sex, or disability in the award or implementation of this Agreement.
B. Affirmative Action
1. Approved Plan: The Subrecipient agrees that it shall be committed to carry out pursuant to the Grantee’s specifications an Affirmative Action Program, in keeping with the principles as provided in President’s Executive Order 11246 of September 24, 1966.
2. Women- and Minority-Owned Businesses (W/MBE): The Subrecipient will use its best efforts to afford small businesses, minority business enterprises, and women’s business enterprises the maximum practicable opportunity to participate in the performance of this Agreement.
As used in this Agreement, the t erms “small business” means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended (15 U.S.C. 632), and “minority and women’s business enterprise” means a business at least fifty-one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, “minority group members” are Afro -Americans, Spanish -speaking, Spanish surnamed or Spanish -heritage Americans, Asian -Americans, and American Indians. The Subrecipient may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation.
3. Access to Records: The Subrecipient shall furnish and cause each of its own subrecipients or subcontractors to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the Grantee, HUD or its agent, or other authorized Federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein.
4. Notifications: The Subrecipient will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding a notice, to be provided by the agency contracting officer, advising the labor union or worker’s representative of the Subrecipient’s commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
5. Equal Employment Opportunity and Affirmative Action (EEO/AA) Statement : The Subrecipient will, in all solicitations or advertisements for employees placed by or on behalf of the Subrecipient, state that it is an Equal Opportunity and Affirmative Action employer.
The Subrecipient shall comply with Executive Order 11246 as amended by Executive Order 12086 and the regulations issued pursuant thereto (41 CFR Chapter 60), and will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status, or status with regard to public assistance. The Subrecipient will take affirmative action to ensure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay, or other forms of compensation and selection for training, including apprenticeship.
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The Subrecipient agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.
6. Subcontract Provisions : The Subrecipient will include the provisions of Section 5. A, Civil Rights, and B, Affirmative Action, in every subcontract or purchase order, specifically or by reference, so that such provisions will be binding upon each of its own subrecipients or subcontractors.
C. Employment Restrictions
1. Prohibited Activity : The Subrecipient is prohibited from using funds provided herein or personnel employed in the administration of the program for: political activities; inherently religious activities; lobbying; political patronage; and nepotism activities.
2. Labor Standards: The Subrecipient agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The Subrecipient agrees to comply with the Copeland Anti - Kick Back Act (18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The Subrecipient shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the Grantee for review upon request.
The Subrecipient agrees that, except with respect to the rehabilitation or construction of residential property containing less than eight (8) units, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair work financed in whole or in part with assistance provided under this contract, shall comply with Federal requirements adopted by the Grantee pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journey workers; provided that, if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the Subrecipient of its obligation, if any, to require payment of the higher wage. The Subrecipient shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this paragraph.
3. Drug-Free Workplace: The Subrecipient will or will continue to provide a drug-free workplace by:
▪ Maintaining a Zero Tolerance Drug Policy;
▪ Posting in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited i n the Subrecipient's workplace and specifying the actions that will be taken against employees for violations of such prohibition;
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▪ Stating in all solicitations or advertisements for employees or subcontractors placed by or on behalf of the Subrecipient that the Subrecipient maintains a drug-free workplace;
▪ Establishing an ongoing drug-free awareness program to inform employees about:
- The dangers of drug abuse in the workplace;
- The Subrecipient’s policy of maintaining a drug-free workplace; - Any available drug counseling, rehabilitation, and employee assistance programs; and
- The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace.
▪ Including the provisions of the foregoing clauses in all third party contracts, subcontracts, and purchase orders that exceed ten thousand dollars ($10,000.00), so that the provisions will be binding upon each subcontractor or vendor.
4. “Section 3” Clause
a. Compliance: Compliance with the provisions of Section 3 of the HUD Act of 1968, as amended, and as implemented by the regulations set forth in 24 CFR 135, and all applicable rules and orders issued thereunder prior to the execution of this Agreement, shall be a condition of the Federal financial assistance provided under this Agreement and binding upon the Grantee, Subrecipient and any of the Subrecipient’s subrecipients and subcontractors. Failure to fulfill these requirements shall subject the Subrecipient and any of the Subrecipient’s subrecipients and subcontractors, their successors and assigns, to those sanctions specified by the Agreement through which Federal assistance is provided.
The Subrecipient certifies and agrees that no contractual or other disability ex ists that would prevent compliance with these requirements.
The Subrecipient further agrees to comply with these “Section 3” requirements and to include the following language in all subcontracts executed under this Agreement:
“The work to be performed under this Agreement is a project assisted under a program providing direct Federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended (12 U.S .C. 1701). Section 3 requires that to the greatest extent feasible opportunities for training and employment be given to low- and very low-income residents of the project area, and that contracts for work in connection with the project be awarded to busine ss concerns that provide economic opportunities for low- and very low-income persons residing in the metropolitan area in which the project is located.”
The Subrecipient further agrees to ensure that opportunities for training and employment arising in connection with a housing rehabilitation (including reduction and abatement of lead-based paint hazards), housing construction, or other public construction project are
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given to low- and very low-income persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to low - and very low-income persons within the service area of the project or the neighbor hood in which the project is located, and to low - and very low-income participants in other HUD programs. The Subrecipient further agrees to award contracts for work undertaken in connection with a housing rehabilitation (including reduction and abatement of lead - based paint hazards), housing construction, or other public construction project to business concerns that provide economic opportunities for low - and very low -income persons residing within the metropolitan area in which the CDBG -funded project i s located; where feasible, priority should be given to business concerns that provide economic opportunities to low- and very low-income residents within the service area or the neighborhood in which the project is located, and to low - and very low -income participants in other HUD programs.
The Subrecipient certifies and agrees that no contractual or other legal incapacity exists that would prevent compliance with these requirements.
b. Notifications: The Subrecipient agrees to send to each labor organization or representative of workers with which it has a collective bargaining agreement or other contract or understanding, if any, a notice advising said labor organization or worker’s representative of its commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training.
c. Subcontracts: The Subrecipient will include this Section 3 clause in every subcontract and will take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the grantor agency. The Subrecipient will not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 and will not let any subcontract unless the entity has first provided it with a preliminary stat ement of ability to comply with the requirements of these regulations.
D. Conduct
1. Assignability: The Subrecipient shall not assign or transfer any interest in this Agreement without the prior written consent of the Grantee; provided, however, that claims for money due or to become due to the Subrecipient from the Grantee under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the Grantee. All terms and conditions of this Agreement shall apply to any approved subcontract o r assignment related to the Agreement.
2. Subcontracts
a. Approvals: The Subrecipient shall not enter into any subcontracts with any agency or individual in the performance of this Agreement without the written consent of the Grantee prior to the execution of such subcontract.
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b. Monitoring: The Subrecipient will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance.
c. Content: The Subrecipient shall cause all of the provisions of this Agreement in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement.
d. Selection Process: The Subrecipient shall undertake to insure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis in accordance with applicable procurement requirements. Executed copies of all subcontracts shall be forwarded to the Grantee along with documentation concerning the selection process.
3. Hatch Act: The Subrecipient agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V of the U.S.C.
4. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions
a. The lower tier contractor certifies, by signing this contract that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency.
b. Where the lower tier contractor is unable to certify to any of the statements in this contract, such contractor will attach an explanation to this contract.
c. The contractor further agrees by signing this contract that it will not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction.
5. Confidentiality: A ll ideas, memora nda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Subrecipient in connection with the performance of this Agreement shall be held confidential by Subrecipient. Such materials shall not, without the prior written consent of City, be used by Subrecipient for any purposes other than the performance of the Services under this Agreement, nor shall such materials be disclosed to any person or entity not connected with the performance of the Services under this Agreement. Nothing furnished to Subrecipient which is otherwise known to Subrecipient or is generally known, or has become known, to the related industry shall be deemed confidential. Subrecipient shall not use City’s name, insignia, photographs, or the project for which Subrecipient’s Services are rendered, or any publicity pertaining to the Subrecipient’s Services under this Agreement in any magazine, trade paper, newspaper , television or radio production or other similar medium without the prior written consent by City.
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6. Conflict of Interest: The Subrecipient agrees to abide by the provisions of 2 CFR 200.318 and 24 CFR 570.611, which include, but are not limited to the following:
▪ The Subrecipient shall maintain a written code or standards of conduct that shall govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds.
▪ No employee, officer, or agent of the Subrecipient shall participate in the selection, the award or the administration of a contract supported by Federal funds if a conflict of interest, real or apparent, would be involved.
▪ No covered persons who exercise or have exercised any functions or responsibilities with respect to CDBG-assisted activities, or who are in a position to participate in a decision - making process or gain inside information with regard to such activities, ma y obtain a financial interest in any contract, or have a financial interest in any contract, subcontract, or agreement with respect to the CDBG-assisted activity, or with respect to the proceeds from the CDBG -assisted activity, either for themselves or tho se with whom they have business or immediate family ties, during their tenure or for a period of one (1) year thereafter. For purposes of this paragraph, a “covered person” includes any person who is an employee, agent, consultant, officer, or elected or appointed official of the Grantee, the Subrecipient, or any designated public agency.
7. Lobbying: The Subrecipient hereby certifies that:
▪ No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modificat ion of any Federal contract, grant, loan, or cooperative agreement;
▪ If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a M ember of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form -LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions; and
▪ It will require that the language of paragraph (d) of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all Subre cipients shall certify and disclose accordingly:
▪ Lobbying Certification: This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by
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section 1352, title 31, U.S.C. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
8. Grantee Recognition: The Subrecipient shall ensure recognition of the role of the City in providing services through this Agreement. All activities, facilities, and items utilized pursuant to this Agreement shall be prominently labeled as to the funding source. In addition, the Subrecipient will include a reference to the support provided herein in all publications made possible with funds made available under this Agreement.
9. Copyright: If this Agreement results in any copyrightable material or inventions, the Grantee reserves the right to a royalty -free, non -exclusive and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, the work or materials for governmental purposes.
10. Religious Activities: The Subrecipient agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570.200(j), such as worship, religious instruction, or proselytization.
In addition to, and not in substitution for, other provisions of this Agreement regarding the provisions of services utilizing CDBG funds the Subrecipient agrees that, in connection with such services:
▪ It will not discriminate against any employee or applicant for employment on the basis of religion and will not limit employment or give preference in employment to persons on the basis of religion;
▪ It will not discriminate against any person applying for such public services on the basis of religion and will not limit such services or give preference to persons on the basis of religion; and
▪ It will provide no mandatory religious instruction or counseling, conduct no religious worship or services, engage in no religious proselytizing, and exert no other religious influence in the provision of such services.
11. Other Program Requirements: The Subrecipient shall carry out each activity in compliance with all Federal laws and regulations described in 24 CFR 570 Subpart K, regardless if the law is specifically stated in this Agreement, except that:
▪ The Subrecipient does not assume the City’s environmental responsibilities described in Section 570.604; and
▪ The Subrecipient does not assume the City’s responsibility for initiating the review process under 24 CFR Part 52,Executive Order 12372.
SECTION 6: ENVIRONMENTAL
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CDBG regulations require the preparation of a project Environmental Review Record (ERR) and environmental clearance before funds are expended or costs incurred. The overall governing legislation is the National Environmental Policy Act (NEPA).
City staff will complete the ERR. The time required for completion of the ERR can vary from a week to a few months. If the initial Environmental Assessment determines that an Environmental Impact Statement (EIS) or a Biological Assessment (BA) is necessary, the Subrecipient will be required to make appropriate budget modifications to assure the costs of the EIS or BA are paid for from project funds.
After completing the ERR, the City may publish a notice of a Finding of No Significant Environmental Impact (FONSI) in a local newspaper declaring the intent to request release of project funds from HUD.
After the release of the funds by HUD, the City will send the Subrecipient a written notice to begin the project. Subrecipients shall not implement any project activities or incur any project costs until receipt of the notice to proceed.
The City must also determine whether the project meets other applicable statutory and regulatory requirements which include by are not limited to the following:
A. Air and Water
The Subrecipient agrees to comply with the following requirements insofar as they apply to the performance of this Agreement:
▪ Clean Air Act, 42 U.S.C. 7401, et seq.;
▪ Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251, et seq., as amended, 1318 relating to inspection, monitoring, entry, reports, and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder; and
▪ Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as amended.
B. Flood Disaster Protection
In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. 4001), the Subrecipient shall assure that for activities located in an area identified by the Federal Emergency Management Agency (FEMA) as having special flood haz ards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes (including rehabilitation).
C. Lead-Based Paint
The Subrecipient agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead -Based Paint Regulations at 24 CFR 570.608, and 24 CFR Part 35, Subpart B. Such regulations pertain to all CDBG-assisted housing and require that all owners, prospective owners, and tenants of properties constructed prior to 1978 be properly notified that such properties may include lead -based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment
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and precautions that should be taken when dealing with lead -based paint poisoning and the advisability and availability of blood lead level screening for children under seven. The notice should also point out that if lead-based paint is found on the property, abatement measures may be undertaken. The regulations further require that, depending on the amount of Federal funds applied to a property, paint testing, risk assessment, treatment and/or abatement may be conducted.
D. Historic Preservation
The Subrecipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 CFR Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement . In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, state, or local historic property list.
SECTION 8: SEVERABILITY
It is understood and agreed by the parties that if any part, term, or provision of this Agreement is held by the courts to be invalid, illegal or in conflict with any law, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.
SECTION 9: SECTION HEADINGS AND SUBHEADINGS
The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.
SECTION 10: WAIVER
The Grantee’s failure to act with respect to a breach by the Subrecipient does not waive its right to act with respect to subsequent or similar breaches. The failure of the Grantee to exercise or enforce any right or provision shall not constitute a waiver of such right or provision.
SECTION 11: SUCCESSORS
This Agreement shall be binding upon each of the parties, their assigns, purchasers, trustees, and successors.
SECTION 12: ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Grantee and the Subrecipient for the use of funds received under this Agreement and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written be tween the Grantee and the Subrecipient with respect to this Agreement.
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SECTION 13: NO THIRD-PARTY BENEFICIARIES
Except as expressly provided otherwise, this Agreement is intended to be solely for the benefit of the parties and shall not otherwise be deemed to confer upon or give to any other person or third party any remedy, claim, cause or action or other right.
SECTION 14: ATTORNEYS FEES
If an action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees, costs and necessary disbursements in addition to any other reasonable relief to which he may be entitled. With respect to any suit, action or proceeding arising out of or related to this Agreement, or the documentation related hereto, the parties hereby submit to the jurisdiction and venue of the Superior or Municipal Court, whichever is applicable, in the County of Visalia, State of California for any proceeding arising hereunder.
SECTION 15: GOVERNING LAW AND JURISDICTION
This Agreement shall be construed in accordance with the laws of the State of California. In the event of any dispute over the Agreement’s terms and conditions, the exclusive venue and jurisdiction for any litigation arising there under shall be in the Superior Court of Tulare County, California, and, if necessary for exclusive federal questions, the United States District Court for the Eastern District of California.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date of the most recent signatory.
Grantee:
City of Visalia, California
Date:
By______________________________
City Manager
Attest:
________________________
CITY CLERK
Subrecipient:
Name of Subrecipient
Date:
By______________________________
Program Director
APPROVED AS TO FORM:
______________________________
CITY ATTORNEY