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HomeMy WebLinkAboutCDC/2003-01 RESOLUTION NO. CDC/2003-1 2 3 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY) TO EXECUTE AN AGREEMENT BY AND BETWEEN THE AGENCY AND THE OLD TIMERS FOUNDATION, A CALIFORNIA NON-PROFIT ORGANIZATION, FOR THE ADMINISTRATION OF THE ELDERLY/SPECIAL NEEDS MINOR HOME REPAIR GRANT PROGRAM IN THE AMOUNT OF $75,000 ANNUALLY, FOR A TERM OF THREE (3) YEARS, SUBJECT TO HOUSING FUNDS AVAILABILITY. 4 5 6 7 8 9 WHEREAS, the Oldtimers Foundation, a California non-profit corporation ("Contractor") administers the Elderly/Special Needs Minor Repair Grant Program ("Program") on behalf of the Redevelopment Agency of the City of San Bernardino ("Agency") and the 10 11 12 Agency and Contractor desire to continue making the Program available to elderly/special needs 13 homeowners; and 14 WHEREAS, the Housing Element and the City of San Bernardino's ("City") Consolidated Plan acknowledges the need for the Program in the City and therefore, the Agency desires to provide an annual amount of $75,000, for a three (3) year period, subject to availability of the Redevelopment Low and Moderate Income Housing funds and performance 15 16 17 18 by the Contractor. 19 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS FOLLOWS: 20 21 Section 1. The Executive Director of the Agency is hereby authorized and directed 22 to execute on behalf of said Agency the Agreement between the Agency and the Contractor, in the amount not to exceed Seventy-Five Thousand Dollars ($75,000) annually, for a period of three (3) years (2003, 2004 and 2005) subject to the availability of the Redevelopment Low and 23 24 25 Moderate Income Housing Funds for the administration and provision of the Elderly/Special -1- P:\Clerlcal Services Dept\Margaret Parker\ResoluUons\2002\03-01-06 Oldtimers Resolution.doc CDC/2003-1 limits, in accordance with the provisions of the Agreement, a copy of which is on file with the 2 Agency Secretary and incorporated herein by reference as though fully set forth at length. 3 Section 2. The Executive Director of the Agency is hereby authorized to make 4 minor corrections, additions and clarifications to the Agreement, provided said changes are not 5 substantive in nature and do not increase the monetary impact to the Agency. 6 Section 3. For purposes of satisfYing the requirements of Health and Safety Code 7 Section 33413 (b), the Commission hereby finds and determines that the ElderlylSpecial Needs Minor Home Repair Grant Program expands and preserves the community's supply of 8 9 affordable housing. Section 4. The Resolution shall become effective immediately upon its adoption. 10 /II 11 /II 12 /II 13 /II 14 /II 15 /II 16 1/1 17 /II 18 /II 19 1/1 20 /II 21 /II 22 /II 23 /II 24 /II /II 25 -2- P:\Clerlcal Servh:es Dept\Margaret Parker\Resolutlons\2002\03-01-06 Oldtlmen Resolutlon.doc CDC/2003-1 2 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY) TO EXECUTE AN AGREEMENT BY AND BETWEEN THE AGENCY AND THE OLDTIMERS FOUNDATION, A CALIFORNIA NON-PROFIT ORGANIZATION, FOR THE ADMINISTRATION OF THE ELDERLY/SPECIAL NEEDS MINOR HOME REPAIR GRANT PROGRAM IN THE AMOUNT OF $75,000 ANNUALLY, FOR A TERM OF THREE (3) YEARS, SUBJECT TO HOUSING FUNDS AVAILABILITY. 3 4 5 6 7 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 8 Community Development Commission of the City of San Bernardino at a j t. reg. meeting 9 thereof, held on the 6th day of January ,2003, by the following vote to wit: Commission Members: Ayes Nays Abstain Absent ESTRADA X LONGVILLE --1L MCGINNIS --1L DERRY --1L SUAREZ -----X- ANDERSON ---X- d- MC CAMMACK / x '/ 10 11 12 13 14 15 16 17 18 19 20 The foregoing resolution is hereby approved this ~n~ day of January ,2003. ~L; . Qh.__ Bet y Dean Anderson, Vice Chair Community Development Commission I City of San Bernardino 21 22 23 24 By: 25 -3- P:\Clerlcal Services Dept\Margaret Parker\Resolutions\2002\03-01-06 Oldtimen Resolutlon.doc CDC/2003-1 CONTRACTOR SERVICES AGREEMENT MINOR GRANT REPAIR PROGRAM (ELDERLY/SPECIAL NEEDS) THIS AGREEMENT (hereinafter the "Agreement") is dated as of 6th day of January, 2003, (the "Effective Date") by and between the Redevelopment Agency of the City of San Bernardino (hereinafter the "Agency"), and the Oldtimers Foundation, a California non-profit corporation (hereinafter the "Contractor"). The Agency and the Contractor are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties. " RECITALS WHEREAS, the Contractor desires to perform, assume responsibility and obligations for the affordable housing grant administration and maintenance services (the "Services"), as more fully described in Exhibit "A" on the terms and conditions set forth herein. WHEREAS, the Agency desires to contract for the Services (Exhibit "A") as hereinafter described on the terms and conditions set forth herein with funds from the Redevelopment Low and Moderate Income Housing Funds ("Housing Fund") in the amount of not to exceed Seventy- Five Thousand Dollars ($75,000), annually, for a period of three (3) years, subject to availability of the Housing Fund. WHEREAS, the Services to be provided by Contractor are intended to benefit low- income elderly and special needs owner-occupants of homes anywhere within the territorial jurisdiction of the City of San Bernardino with minor home repairs. The Agency shall provide the funds necessary to the Contractor to provide the Services herein from its Housing Fund. For the purpose hereof the words "elderly persons" or "senior citizen" mean and refers to persons or households where at least one resident member is at least sixty (60) years of age as authorized by Health & Safety Code Section 50067. The words "low-income" mean and refer to the household income limits established under Health & Safety Code Section 50079.5. The words "owner- occupied housing unit" or "Owner-occupants of homes" refers to an owner-occupied housing unit as defined in Health & Safety Code Section 50092.1. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND CONDITIONS CONTAINED HEREIN, THE AGENCY AND THE CONTRACTOR AGREE AS FOLLOWS: 1 P;\Clerica.l Services Oqlt\Margaret Parker\Agcnda\Agrmts-Amend 2003\O3-01..()6 Oldtimers Agreement.doc CDC/2003-1 OPERATIVE PROVISIONS SECTION I ENGAGEMENTANDSER~CESOFTHECONTRACTOR 1. Enl!al!ement of Contractor The Agency hereby engages the Contractor, subject to the terms and conditions set forth in this Agreement, to perform the Services set forth in Exhibit "A." The Contractor agrees to perform the Services in accordance with the terms and conditions of this Agreement. 2. Performance of the Contractor and Warrant of Authority The Contractor accepts the relationship of trust and confidence established between the Agency and the Contractor by the terms of this Agreement. The Contractor covenants with the Agency to furnish its best skill, judgment and efforts and to cooperate with the Agency and any other contractor or contractors engaged by the Agency in the performance of the Services. The Contractor covenants to use its best efforts to perform its duties and obligations under this Agreement in an efficient, expeditious and economical manner, consistent with the best interests of the Agency. Contractor represents and warrants to the Agency that it has taken all corporate actions necessary to enter into this Agreement. 3. The Contractor's Personnel The Contractor shall provide adequate and experienced workers, administrative and management personnel to perform the Services consistent with the services set forth in Exhibit "A." 4. The Contractor's Responsibilities for Costs and Expenses The Contractor shall be responsible for all costs and expenses incurred relative to the Contractor, personnel of the Contractor and subcontractors of the Contractor, in connection with the performance of the Services, including, without limitation, payment of salaries, workers compensation insurance coverage, fringe benefits contributions, payroll taxes, withholding taxes and other taxes or levies, office overhead expense, travel expenses, telephone and other telecommunication expenses, and document reproduction expenses. 2 P:\C\erical Services Dept\Margard Parkcr\Agmda\AgJmIs-Amend 2003\03-01-06 Oldtimen; Agreemmt.doc CDC/2003-1 SECTION II RESPONSIBILITIES OF THE CONTRACTOR 1. Personnel The Services shall be performed by the employees of the Contractor or by licensed subcontractors under its direct supervision and control. The Contractor represents to the Agency that it possesses the professional and technical personnel required to perform the Services. The Agency retains Contractor on an independent contractor basis and Contractor is not an employee of the Agency. The personnel performing the Services on behalf of the Contractor shall at all times be under the Contractor's exclusive direction and control. The Contractor shall pay all expenses including, without limitation, salaries, fringe benefit contributions, payroll taxes, withholding taxes and other taxes or levies and all other amounts due such personnel or due others as a result of the performance by such personnel in connection with their performance of services under this Agreement and, as required by law, shall be including, but not limited to, Social Security taxes, income tax withholding, unemployment insurance and workers compensation insurance. 2. Cooperation/Proiect Administration Contractor shall work closely and cooperate fully with the Agency's Executive Director, or his/her designee (the "Project Administrator"), and any other agencies which may have jurisdiction or interest in the Services. The Project Administrator will administer this Agreement. The Project Administrator, or his/her designee, shall be the principal officer of the Agency for liaison with the Contractor, and shall review and give approval to the details of the Services as they are performed. 3. Proiect Manal!:er The Contractor shall designate and assign a project manager ("Project Manager"), who shall coordinate all phases of the Services herein. The Project Manager shall be available to the Agency at all reasonable times. The Contractor designates Michael Milon, as its Project Manager of the Program. 4. Time of Performance The Services to be performed by Contractor under and pursuant to this Agreement shall be for a period of one (1) year, from January 6,2003 (Effective Date) through January 6, 2004 (the Completion Date). The Executive Director of the Agency is authorized to extend the Completion Date for two (2) additional years after the Completion Date, subject to Housing Fund availability 3 P:\Ctcrical Sa'VK:e5 Dcpt\Margarct Parkcr\AgcndalAgnnlS-Amt:nd 2003\O).QI-06 Oldtimcrs Agrecmentdoc CDC/2003-1 5. Report Materials At the Completion Date, the Contractor shall deliver to the Agency all documents, data, studies, surveys, drawings, maps, models, photographs, and reports prepared by the Contractor or prepared by others for the use and/or benefit of the Contractor or otherwise provided to the Contractor by the Agency or by others under this Agreement (the "Report Materials"). The Report Materials shall be considered the property of the Agency and shall be delivered to the. Agency on the Completion Date or earlier, if applicable, upon termination of the Agreement. 6. Al!encv Policy The Contractor shall discuss and review all matters relating to the Services with the Project Administrator upon request in order to ensure that the Services proceed in a manner consistent with the goals and policies of the Agency. 7. Conformance to Applicable Requirements All aspects of the provision of the Services by Contractor shall at all times conform to applicable city, county, state, and federal requirements and be subject to approval of the Proj ect Administrator and, if necessary, the Community Development Commission. 8. Indemnification The Contractor shall indemnify, defend (if requested by Agency and City) and hold harmless the Agency and the City, its officers, employees and agents against, and will hold and save them and each of them, harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities that may be asserted or claimed by any person, firm, entity, corporation, political subdivision or other organization arising out of alleged negligent acts, errors, or omissions in connection with the provision of the Services by the Contractor, operations or activities of the Contractor, its agents, employees or subcontractors provided for herein, whether or not there is concurrent negligence on the part of the Agency and City, its officer, agents or employees (but excluding such actions, claims, damages to persons or property, penalties, obligations, or liabilities arising for the sole negligence or willful misconduct of the Agency and City, Community Development Commission or Common Council, agents, servants or independent contractors who are directly responsible to the Agency and City) and in connection therewith: a. The Contractor will defend any action or actions filed in connection with any of said claims, damages, penalties, obligations or liabilities and will pay all costs and expenses, including the salary, fees, costs and expenses of the lawyers employed by the office of the City Attorney as may be incurred in connection therewith. 4 P:\CIa-icid Scrnccs Dcpt\Mar-garet Parkc:r\.A8cndl1\AgnDts-AmCDd 2003\03-01-06 OIdtimers Agrecmcnl.doc CDC/2003-1 b. The Contractor will promptly pay any judgment rendered against the Contractor or the Agency and covering such claims, damages, penalties, obligations and liabilities arising out of negligent acts, errors, or omissions in connection with such Services, operations, or activities of the Contractor hereunder; and the Contractor agrees to save and hold the Agency and City harmless there from. c. In the event the Agency and City are made a party to any action or proceeding filed or persecuted against the Contractor for such damages or other claims arising out of alleged negligence in connection with the work, operations or activities of the Contractor hereunder, the Contractor agrees to pay to the Agency and City any and all costs and expenses incurred by Agency and City in such actions or proceedings, together with reasonable City Attorneys' fees. 9. Standard of Care; License The Contractor represents and warrants that it and all personnel engaged in performing Services are and shall be fully qualified and are authorized or permitted under state and local law to perform such Services. The Contractor shall perform the Services in a skillful and competent manner. The Contractor shall be responsible to Agency for any errors or omissions in the execution of its duties under this Agreement and in the performance of its duties hereunder. The Contractor represents and warrants that it and all personnel engaged in performing the Services have all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. The Contractor further represents and warrants that it shall keep in effect all such licenses, permits, and other approvals during the term of this Agreement. 10. Insurance Without limiting the Contractor's indemnification of the Agency and City, the Contractor shall obtain and provide and maintain at its own expense during the term of this Agreement a policy or policies of comprehensive general liability insurance of the type and amounts described below and satisfactory to the Agency, in its sole discretion. Such policies shall be signed by a person authorized by the insurer to bind coverage on its behalf and must be filed with the Agency prior to exercising any right or performing the Services. Said policies, excepting professional liability, shall add as additional insured the Agency and City, its elected officials, officers, attorneys, employees and agents for all liability arising from the Contractor's Services as described herein. a. Within ten (10) days following the Effective Date and prior to the commencement of the Services, the Contractor shall deliver to the Agency certificates of insurance with original endorsements, and copies of policies, if requested by the Agency, of the following insurance, with Best's Class B+VIII or better carriers: 1. Workers' Compensation Insurance covering all employees and principals of the Contractor, in a minimum amount of $1 million per accident, effective per the laws of the State of California; 5 P:\Clc:rical Savices Dqlt\t.brgarct Parker\Agenda\A8nnts-Amc:nd 2003\0)-01-06 Oldlimers AgrecmClltdoc CDC/2003-1 2. Commercial general liability insurance covering third party liability risks, including without limitation contractual liability, in a minimum amount of $1 million combined single limit per occurrence for bodily injury, personal injury, and property damage. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall be twice the occurrence limit. 3. Commercial auto liability and property insurance covering any owned and rented vehicles of Contractor in a minimum amount of $1 million combined single limit per accident for bodily injury and property damage. b. Said policy or policies shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, or reduced in coverage or in limits except after thirty (30) days' prior notice has been given in writing to the Agency and the City. The Contractor shall give to the Agency and City prompt and timely notice of claim made or suit instituted arising out of the Contractor's operation hereunder. The Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and performance of the Services. c. The Contractor shall include subcontracting consultant, if any, as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for each subcontractor shall be subject to the requirements stated herein. 11. Prohibition Al!ainst Transfers a. The Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly by operations of law without the prior written consent of the Agency. Any attempt to do so without the prior written consent of the Agency shall be null and void, and any assignee, sub-lessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation, or transfer. b. The sale, assignment, transfer, or other disposition of any of the issued and outstanding capital stock of the Contractor, if the Contractor is a corporation or of the interest of any general partner or joint venture or syndicate member or co-tenant of the Contractor, if the Contractor is a partnership or a joint venture or a syndicate or a co-tenancy, which shall result in changing the control of the Contractor, shall be deemed an assignment of this Agreement. For purposes of this paragraph, "control" means the ownership of fifty percent (50%) or more of the voting power of the corporation of fifty percent (50%) or more of the voting power of a partnership, joint venture, syndicate or co-tenancy. 6 P:\CIerical Services Dept\Margaret Prler\Agenda\Agnnts-Ameod 2003\0)-01-06 Oldtimel"5 Agreement-doc CDC/2003-1 12. Prol!ress and Quarterlv Reports The Contractor is responsible to keep the Project Administrator and/or his/her duly authorized designee informed on a quarterly basis regarding the status and progress of the Services, activities performed and planned, and any meetings that have been scheduled or are desired relative to the Services or relative to this Agreement. The Contractor shall also provide written monthly reports on the Services provided herein to the Project Administrator. Such reports will include, but are not limited to, the names, addresses, income, household size of all applicants obtaining assistance from Contractor and other demographic information as may be reasonably requested by the Project Administrator in the form of Exhibit "B." As promptly as feasible, following the Effective Date the Contractor shall prepare and deliver to the Project Administrator, from time to time, the written listing of applicants for the Service which the Contractor shall prepare and maintain in accordance with Exhibit "A." 13. News Releases No news releases, including photographs, public announcements, or confirmations of the same, of any part of the subject matter of this Agreement or any phase of the Services shall be made without prior written consent of the Agency Administrator. 14. Schedulinl! The Contractor shall generally have no obligation to work any particular schedule, provided, the Contractor will coordinate with the Agency in achieving the results sought under the terms of this Agreement. The services hereunder shall be performed on an as- needed, first come first serve basis, to all qualified homeowners as provided in Exhibit "A. " 15. No Set Hours/Ril!ht to Contract The Contractor's obligation hereunder is to complete the Services and to meet any deadlines set forth therein. Except as provided in paragraph 14 of this Agreement, the Contractor has no obligation to work any particular hours or days or any particular number of hours or days. In this regard, the Contractor retains the right to contract for similar Services with any other entity, public or private. 7 P:'CIerical Services DcptlMargard Parkct\Ageoda\Agrmls-Ameod 2003\03-01-06 Oldtimcrs Agreemenldoc CDC/2003-1 SECTION III RESPONSIBILITIES OF THE AGENCY 1. Cooperation The Agency and the Contractor shall cooperate with each other relative to the provisions and implementation of the Services. SECTION IV COMPENSATION 1. Compensation In consideration of the performance by the Contractor of the Services, the Agency shall pay to the Contractor in the sum of not to exceed $75,000 annually for the term of this Agreement. Subject to availability of the Housing Fund the total amount of compensation (the "Compensation") shall not exceed Two Hundred and Twenty-Five Thousand Dollars ($225,000) to Contractor during the term of this Agreement. 2. Payment of Compensation The Contractor shall submit invoices to the Agency on a monthly or quarterly basis for all Services performed by the Contractor. The Contractor shall submit billed invoices in the form as set forth in Exhibit "B." Each invoice shall show the number of hours worked per person/Contractor and the nature of the work performed. The Contractor shall also indicate or state the number of households assisted monthly, as per Exhibit "B," Section B. The Agency shall make payments to the Contractor within thirty- (30) days following the date of receipt of the invoice unless the Agency disputes the amount of the Compensation the Contractor claims it is owed under this Agreement. 3. Withholdinl! a. Disputed Sums: The Agency may withhold payment of any portion of the Compensation if payment is disputed by the Agency until resolution of the dispute with the Contractor. Such withholding by the Agency shall not be deemed to constitute a failure to pay by the Agency. The Contractor shall not discontinue the performance of the Services for a period of thirty- (30) days from the date Compensation is withheld hereunder. The Contractor shall have an immediate right to appeal to the Community Development Commission with respect to withheld amounts, provided however, that any claim which the Contractor may have against the Agency shall be submitted in writing within the period of time allowed for the submission of claims against the Agency under Government Code Section 911.2. The Contractor shall be entitled to receive interest on any portions of the Compensation withheld, which are thereafter deemed to be properly payable to the Contractor at the rate of five percent (5%) per annum, simple interest. 8 P:\OC2"k:al Savices Dept\Margarct Park.cnAgenda\Agrnlls-Amcod 2003\03-01-06 OldUmers Agreemmt.doc CDC/2003-1 b. Retention: The Agency shall have the right to retain an amount equal to ten percent (10%) ofthe Compensation ("Retention") as invoiced by the Contractor until a period of thirty (30) days following the Completion Date at which time the authorized agent of the Retention shall be remitted to the Contractor; provided that no event of default may then exist. The Agency shall have the right without further liability to the Contractor, to utilize the Retention to satisfy obligations of the Agency relative to the Services in the event the Contractor does not complete the Services satisfactory to the Agency. SECTION V EXPIRATION AND TERMINATION 1. Termination a. Termination by Written Notice of Agency: Agency may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination. In the event of termination without cause, Contractor shall be compensated for the work performed up to that date of termination. Payment for work completed under the Agreement to date of termination shall be made strictly on the basis of work actually completed by Contractor to the satisfaction of the Agency. In no event shall the total compensation for services performed under this Agreement exceed Seventy-Five Thousand Dollars ($75,000) per year. Contractor shall be entitled to no further compensation after termination. b. Termination by Contractor: Contractor may not terminate this Agreement except for cause. c. Termination Upon Event of Default: In addition to any other available legal or equitable rights or remedies, upon an Event of Default by the Contractor, the Agency shall have the right to terminate this Agreement upon written notice to the Contractor. Such termination shall be effective upon Notice given pursuant to Section VI, paragraph 6 below. 2. Events of Default Each of the following events shall constitute an "Event of Default": a. The Contractor shall fail to observe, perform or comply with any material term, covenant, agreement or condition of this Agreement which is to be observed, performed, complied with by the Contractor, if such failure to continue uncured for three (3) calendar days, after the Agency gives the Contractor notice of any failure, and specified the nature of such failure. b. The Contractor shall commit any fraud, misrepresentation, breach of fiduciary duty, willful misconduct, or intentional or breach of any provision of this Agreement. 9 P:\Cleri<:a1 Scrviccs Dcpt\Margarct Part.cr\AgQllU\Agnn(s..Amcnd 2003\03-01-06 Oldtimers Agroemmt.doc CDC/2003-1 3. Cooperation Upon Termination If this Agreement is terminated in any manner provided for herein, the Contractor shall provide to the Agency upon request by the Agency all unfinished or finished documents, data, report, drawings, etc., prepared by the Contractor for the provision of services under this Agreement. Contractor further covenants to give its good faith cooperation in the transfer of work to any other contractor designated by the Agency to complete the provision of services described in Exhibit "A" following the termination of the Agreement and to participate at no cost to the Agency in such meetings as may be deemed necessary by the Agency to effectively accomplish the transfer. 4. Termination Date In addition to paragraphs I and 2, this Agreement shall terminate upon the delivery of all documents required under Section 11.4 and either (a) the Completion Date, or (b) full payment of the Compensation, provided however, that the provisions of Section II.8 (indemnity) and Section II.10 (insurance) shall survive such termination date. VI GENERAL PROVISIONS 1. Nondiscrimination bv the Contractor The Contractor represents and agrees that the Contractor, its affiliates, subsidiaries, or holding companies do not and will not discriminate against any subcontractor, contractor, employee, or applicant for employment because of race, religion, color, sex, handicap, or national origin. Such nondiscrimination shall include, but not be limited to, the following: employment, upgrading, demotion, transfers, recruitment, recruitment advertising, layoff, termination, rates of payor other forms of compensation, and selection for training, including apprenticeship. 2. Aeency's Riehts to Employ Other Contractors The Agency reserves the right to employ other contractors and/or contractors III connection with services herein. 3. Conflicts of Interest a. The Contractor or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose financial interests that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interests. b. If subject to the Act, the Contractor shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of this Agreement by the Agency. 10 P:\Ctcrical Savices Dcpt\Margarct Parker\Agmda\AgrmlS-Amend 2003\03-01-06 Oldtimers Agrcemmtdoc CDC/2003-1 4. Subcontractor The Contractor shall not subcontract any portion of the Services except as expressly stated herein, without prior written consent of the Agency. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 5. Waiver No waiver of any default shall constitute a waiver of any other breach or default, whether of the same or any other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by other parties shall give the other any contractual right by custom, estoppels, or otherwise. 6. Notices All notices required hereunder shall be given in writing to the following addresses or such other addresses as the parties may designate by written notice: To the Agency: Economic Development Agency of the City of San Bernardino 201 North "E" Street, Suite 301 San Bernardino, California 92401 Attn: Gary Van Osdel, Executive Director To the Contractor: Oldtimers Foundation 8572 Sierra Avenue Fontana, California 92335 Attn: Michael Milon, Administrator Notice shall be deemed received as follows, depending upon the method of transmittal: by facsimile, as of the date and time sent; by messenger, as of the date delivered; and by U.S. Mail, certified, return receipt requested, as of 72 hours after deposit in the U.S. Mail. 7. Authority to Enter Al!:reement The Contractor is a non-profit community services organization duly organized, validly existing in good standing under the laws of the State of California and will continue to be so during the term of this Agreement. The Contractor has all requisite power and authority to conduct its business and to execute and deliver, and to perform all of its obligations under this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to enter into this Agreement so as to bind each respective party to perform the conditions contemplated herein. 11 P:\CIerical Services Dept\Margarct Parlr:c:r\Agenda\Agnnts-Amc:ud 200)\03-01-06 Oldtimers Agrecmalt.doc CDC/2003-1 8. Severability If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect. 9. Time is of the Essence Time is of the essence in this Agreement, and all parties agree to execute all documents and to proceed with due diligence to complete all covenants and conditions set forth herein. 10. Attorney's Fees and Costs If any legal action or other proceeding is brought for the enforcement of this Agreement or because of an alleged dispute, breach, default, or misrepresentation in connection with an provisions of this Agreement, the successful or prevailing party shall be entitled to recover reasonable attorney's fees and other costs incurred in that action or proceeding, in addition to any other relief to which it may be entitled. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the Agency shall be considered "attorney's fees" for the purpose of the paragraph. 11. Governinl! Law and Venue This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any lawsuit brought to enforce this Agreement shall be brought in the appropriate court in San Bernardino County, State of California. 12. Waiver No waiver of any provision of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be deemed a waiver and no waiver shall be binding unless execute in writing by the party making the waiver. 13. Days Any term in this Agreement referencing time, days, or period for performance shall be deemed to be calendar days and not workdays. 14. Entire Al!reement This Agreement contains the entire agreement of the Agency and the Contractor and supersedes any prior or written statements or agreements between the Agency and the Contractor. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by both parties. 12 P;\CJerical Scsvicc;s Dcpt\Margarct ParkCf\Agcoda\A8rmlS-Amc:nd 2003'DJ-OI-06 Oldtimcn Agrecmtol.doc CDC/2003-1 15. Bindine: on Assie:ns Each and all of the covenants and conditions of this Agreement shall be binding on and shall inure to the benefit of the successors and assigns of the respective parties. 16. Invalidity The illegality of any provision of this Agreement shall not affect the remainder of this Agreement. 17. Counterparts This Agreement may be signed in counterparts, each of which shall constitute an original and which collectively shall constitute one instrument. 18. Captions The captions of the various articles and paragraphs of this Agreement are for the convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent ofthis Agreement or of any part or parts of this Agreement. 19. Construction In all cases, the language in all parts of this Agreement shall be construed simply, according to its fair meaning and not strictly for or against any party, it being agreed that the parties or their agents have all participated in the preparation of this Agreement. 20. Cooperation/Further Acts The parties shall fully cooperate with one another in attaining the purposes of this Agreement and, in connection therewith, shall take any such additional further acts and steps and sign any such additional documents as may be necessary, appropriate and convenient as related thereto. 21. Suspension of Work Notwithstanding any other provision of this Agreement to the contrary, the Services performed by the Contractor may be suspended by the Agency in whole or in part from time to time, in any number of times, when determined by the Agency, in its sole discretion, that suspension is necessary and in the interest of the Agency, to ensure it has received sufficient funds from the Contractor to timely pay the Agreement Costs. The Contractor shall comply immediately with any written order by the Agency suspending the Services. The Services shall be suspended until receipt by the Contractor of a written Services commencement order from the Agency. Further, and notwithstanding any other provision of this Agreement to the contrary, any such suspension shall not relieve the Contractor of any of its obligations under this Agreement. Further, and notwithstanding any other provisions of this Agreement to the contrary, any such suspension shall be 13 P:\CIerical Services Dept\Margaret Park:fx\Agenda\Agnnts-Amc:ud 2003\03-01-06 Oldtimc-s Agreement.doc CDc/2003-1 without any liability to the Contractor on the part of the Agency, and the Contractor shall not be entitled to any additional compensation as a result of such suspension. 22. Incorporation of Recitals and Exhibits a. The "Recitals" constitute a material part hereof, and are hereby incorporated by reference herein as though fully set forth herein. b. The Exhibits "A," "B" and "C" shall constitute a material part hereof, and are hereby incorporated by reference herein as though fully set forth herein. 23. References III III III III III III III III III III III III III III III III All references to the Contractor shall include all personnel, employees, agents and subcontractors of the Contractor. 14 P:\clcncal So'vices Dept\Margarct Parker\Agcoda\Agrmts-Amcnd 200311J3-01-06 Oldtimcn Agreanmtdoc CDC/2003-1 IN WITNESS WHEREOF, the parties hereto have accepted and made and executed this Agreement upon the terms, conditions, and provisions set forth above as the Effective Date. Redevelopment Agency of the City of San Bernardino Oldtimers Foundation, a California Non-Profit Organization VI/V; r ~~.- Gary Van Osdel, Executive Director (~) ,/1 , /t(,( I ;/ //~ f / u / By: /' --, ( (: (-' Title Approved as form and legal content: ~~ Agency Spec' ounsel 15 P:\Clerical Services Dcpl\Margafl~ Parka-\AgclIda\AgIlllts-Amcnd 2003\03-01-06 Qldtimcrs Agreement,doc CDC/2003-1 EXHIBIT A SCOPE OF SERVICES AGENCY AND OLDTIMERS FOUNDATION AGREEMENT ELDERLY/SPECIAL NEEDS MINOR HOME REPAIR GRANT PROGRAM The Contractor shall provide minor home repair services to lower income senior citizen (as defined in C below) homeowners within the City of San Bernardino in order to maintain the existing affordable single family housing stock through compliance with municipal health and safety codes. The minor home repairs includes, but is not limited to the following: A. ALLOWABLEREPAlRS 1. Plumbing & Heating RepairlReplace: Tank and commode parts, faucet washers, showerheads, outside water faucets, adjust lawn sprinkler heads. ChecklMaintain: Thermostats, swamp and water coolers (filters and motors replaced as needed) kitchen & bathroom sinks for leaks, garbage disposals for foreign objects and debris. Unclog sink, shower, bath, toilet and laundry drains, cover and uncover turbines, water heater replacement, minor heating and cooling systems malfunctions. 2. Electrical Repair and Replace: Switches, outlets, cartridge type fuses Check and Maintain: Oven and range hood, fan and vents, bathroom vents for proper operational functions, existing smoke detectors. Install smoke detectors. 3. CARPENTRY RepairlReplacelRealign: Cabinet and door hinges, binding doors, damaged door hardware, worn and damaged window or door screens, broken windows. Build and install medical or handicapped ramps with handrails. Install hand-held bath or shower rails. 4. GENERAL RepairlReplace: Towel racks, shower curtain rods, soap and toilet tissue holders, window glass and door replacement, damaged floor tiles. Patch minor roof leaks. Install deadbolt or security locks on doors, windows, patio doors and windows. Install garage door springs, carpet, medical and or handicapped ramps. Exhibit "A-I" P:\C1erical Scrnces Dcpt\Margard Parkcr\Agmda\AgnnlS-Amend 2003\03-01-06 OIdtim".s Agrecmmt.doc CDC/2003-1 B. EXPENDITURES AND PROGRAM LIMITATIONS Agency funds will be used to reimburse Contractor for services and repair costs incurred under this Agreement. In no event shall the repair costs for anyone single family housing unit exceed $750. The Contractor shall charge their expenses in accordance with the hourly wage noted in Exhibit "B," Section 2. The Contractor shall be limited to providing services to an eligible applicant not more than twice a year. Thereafter, an Applicant may not apply for additional assistance until three (3) years following the date of the last assistance. Contractor will schedule its own staff to make necessary repairs in a timely manner. All work performed by Contractor shall be completed with 45 days from date of commencement. The Contractor shall maintain accurate records for inspection by the Agency of each applicant obtaining services by the Contractor. The contractor will provide all services, materials, parts, and labor required for the performance of the minor home repairs necessary to maintain decent, safe, and sanitary residential units. Contractor shall submit monthly invoices with supporting documentation of expenditures to be maintained in Contractor's files, and made available to Agency upon request, and such invoices shall be billed consistent with Exhibit "B" of the Agreement. The Contractor shall provide assistance to a minimum of 85 households per year. C. APPLICANT ELIGIBILITY REQUIREMENTS 1. An applicant must be an owner occupant for a minimum period of one (l) year; on a case-by-case basis, and depending on the circumstances, this requirement may be waived by the Executive Director of the Agency or his/her designee; Applicant must provide evidence of ownership and length of residency. 2. Applicant must complete a Grant Application and meet the applicable income criteria (Exhibit "C"). The applicant's annual income shall not exceed 80% of the median income for San Bernardino County. The Agency shall provide the Contractor with the income limits for the current year. Contractor is required to use Exhibit "c" attached herein for all participants in the Program and to retain all applications in the possession of the Contractor's file. 3. Applicant applying for the Program must be a senior, age 60 or above, or disabled, handicapped, or a recipient of S.S.I.; on a case-by-case basis, depending on the circumstances, this requirement may be waived by the Executive Director of the Agency or his/her designee. The Contractor shall maintain accurate records for inspection by the Agency concerning income and program eligibility of all persons obtaining assistances from the Contractor pursuant to this Agreement. Exhibit "A-2" P:\C\crical Services Dept\Margaret Parkcr\Agmda\Agrmts-Amend 20031il3-01-06 Oldtimers Agrccrn.cul.dO(: CDC/2003-1 EXHIBIT B CITY OF SAN BERNARDINO REDEVELOPMENT AGENCY REQUEST FOR MONTHLY REIMBURSEMENT Agency/Organization: Oldtimers Foundation - Fed. ill #95-6126109 Address: 8572 Sierra Avenue, Fontana, CA 92335-3840 Reimbursement for the Month of: ,200_ Invoice No.: Amount of Reimbursement: a. Administration (1/12 x $11,250) $937.50 b. Job Service - Labor from Exhibit B c. Job Service - Material and Supplies from Exhibit B Total The undersigned hereby certifies that the expenditures identified on the attached "Budget Summary Form" are true and correct, and that said expenditures were incurred and paid within the month designed above in accordance with the agreement identified herein. Evidence of all payments (bills and/or receipts and check copies) for each of the expenditures listed is attached hereto. (Authorized Signature) (Type Name and Title) (Date) FOR OFFICE USE ONLY Reviewed by: Approved by: Exhibit "B-1" P:\Cterical Services Dept\Margaret ParkeMgenda\Agnnts-Amend 2003\03-01-06 Oldtimers Agreement.doc A. EXPENDITURES $15.83/hr. $8.25/hr a. Administrator/Accountant b. Dis atcher Wa es and Frin es Subtotal 2. Consultant - Audit 3. Travel 4. Rent 5. Pa oil Service 6. Vehicle Maintenance 7. Auto and Misc. Insurance 8. Cell Phone and Radio Total Maximum Program Administration Expense (.15 x $75,000 hrs. x $15.00 hrs. x $8.97 a. Workin Foreman b. Maintenance Worker c. Material and Su lies a. Workin Foreman b. Maintenance Worker Total Job Service/Labor Total 10. Minimum Households Assisted Pe Year at a Maximum of $750 B. # ofIndividuals Assisted Monthl 1. # Low Income Level 2. CDC/2003-1 Budgeted Amount $ 11,250 $ 75,000 REIMBURSEMENT REQUEST Year to Date Cumulative Balance Available Current Month 85 Please attach supporting invoices and documentation. Revised: 10/31/02 Exhibit "B-2" P:\CIerical Services Dept\Margaret Parlcer\Agmda.\Agrmts.Amend 2003\03-01-06 Oldtimers AgreemenLOOc CDC/2003-1 EXHIBIT C City of San Bernardino OLDTIMERS FOUNDATION Redevelopment Agency SENIOR CITIZEN MINOR REPAIR PROGRAM APPLICATION - 2002 YEAR Social Security Number Applicant's Name (Last, First, MI) Applicant's Date of Birth - Age Applicant's Name (Last, First, MI) Applicant's Phone Number Street Address San Bernardino City/Zip Years at Residence: Number of Minor Children (If Applicable): Household Size: Head of Household: D Male D Female All income of all household occupants must be shown here. Applicant must attach proof of income and ownershi . AFDC Disability Insurance Unemployment Ins Child Su ort TOTAL MONTHLY INCOME: TOTAL ANNUAL INCOME: $ Exhibit "C-I" P:\CIerical Secvica. DeptIMacgaret Parker\Agenda\Agnnts-Amend 2003\03-01-06 OldlilllCl"5 Agrcemenl.doc CDC/2003-1 2002 Income Level 1 8+ 53,100 Ethnicity: (Please check all that apply) o Sr. Citizen(s) - 62 or Older o Black o American Indian o Female Head of Household 0 Disabled One or More o Hispanic 0 Other o White 0 Asian or Pacific Islander I certify under penalty of perjury that the information provided above is correct to the best of my knowledge. I understand that the indusion of any willful misrepresentation on this form constitutes ground for rejection of this application and recapture of any finandal benefit I may have received. I authorize the Oldtimers Foundation to examine and verify any and all information provided in this application. Date: Signature Date: Signature Exhibit "C-2" P:\Clecical Services Dept\Margaret Parker\Agenda\Agrmts-Amcnd 2003\03-01-06 Oldtimen Agreement.doc