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HomeMy WebLinkAboutR17-Redevelopment Agency , '" c' ( ".~ '- '\ ....,I DEVBLOPIIBIlT DBPARTIIBIlT OF THE CITY OF SAIl BBDARDIm RBOUBST FOR COfIMISSIOIl/COOltCIL ACTIOIl From: KENNETH J. HENDERSON Executive Director Subject: FY 1992-1993 CDBe A~ BBl'WBD THE CITY un BIGIILARD DISTRICT COUlICIL Oil AGIIlG. IIlC.. BIGIILAlOl SBIlIOR CBlIrER Date: July 17, 1992 ------------------------------------------------------------------------------- SvnoDsis of Previous CnMMissionlCouneil/CnMMittee Action(s): On February 17, 1992, the Mayor and Common Council approved and adopted the FY 1992/1993 CDBG Program Mix and authorized staff to solicit proposals for same. On May 18, 1992, the Mayor and Common Council took an action establishing June 1, 1992 at 3:00 p.m., for the date and time certain of the FY 1992/1993 CDBG Public Hearing. On June 1, 1992, the Mayor and Common Council reviewed recommendations submitted by the Community Development Department Citizen Advisory Committee and approved same for CDBG funding assistance for Fiscal Year 1992/1993. ------------------------------------------------------------------------------- Recommended Motion(s): (Mavor and C~ Counell) RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF A COMMUNITY DEVELOPMENT BLOCK GRANT FUNDING AGREEMENT BETWEEN THE CITY OF SAR BERNARDINO AND HIGHLAND DISTRICT COUNCIL ON AGING, INC., HIGHLAND SENIOR CENTER p ~~~Oll Executive Director Administrator ------------------------------------------------------------------------------- Contact person(s): Kenneth HendersonlArt Hassel Phone: 5081 Project Area(s): All Proiect Areas Ward(s): All Wards Supporting Data Attached: Staff ReDort: Resolution: Exhibits FUNDING REQUIREMENTS: Amount: $ 20.000.00 Source: FY 92/93 CDBG LOC Budget Authority: Previous Iv Established 6/1/1992 ------------------------------------------------------------------------------- Commission/Council Rotes: ------------------------------------------------------------------------------- KJH:SWP:AB:dls:2489J COfIMISSIOIl IlEBrIIIG AGElUlA lIeeting Date: 08/03/1992 Agenda Itea IfuIIIIber: 17 , '" , " (, - ~.,..", '-' -...; DBVBLOPIIBIlT DBPARTIIBIlT OF THE CITY OF SAIl BEDARDIIlO STAn' REPORT BJ.bbnd District Council on ARina. Inc.. Hi.bland Senior Center FY 1992/1993 CUBe: ARreeaent On June 1, 1992, the Mayor and Common Council conducted the FY 1992/1993 CDBG Public Hearing and awarded Community Development Block Grant funds to certain public service, capital improvement and fair housing projects. Agreements are now required to implement said projects. The attached Agreement between the City and Highland District Council on Aging, Inc., Highland Senior Center, includes a "scope of services" and "program budget", referred to in the Agreement as Exhibits "A" and "B", respectively. These Exhibits are incorporated by reference as though fully set forth at length. Adoption of the attached Resolution by the Mayor and Common Council authorizes and directs the Mayor and City Clerk to execute the Agreement as described herein. Per the direction of the Mayor and Common Council at the above referenced Public Hearing, CDBG funds will not be dispursed unless and until minutes from the nonprofit agency's board meetings over the last twelve (12) months and financial statements, preferably audited, have been submitted to the Department. Staff recommends adoption of the attached Resolution. ~.~Oll. Executive Director Developaent Departaent KJH:SWP:AB:dls:2489J COIMISSIOIl IIBBTIlIG AGDDA lIeeting Date: 08/03/1992 Agenda !tell ~er: /7 f - " " 1 2 3 4 5 6 ,......, '- " .- USOLUrIO. IIlDIBBR USOLUrIOIl OF THE IlAYOR AND COMNOIl COUlICIL OF THE CITY OF SAIl BEDARDIIlO ADrBORIZIIlG AIlD DIUCTIlIG THE BXBCUTIOIl OF A COJ!MIJlUTY DlVBLOl'IIERT BLOCK GRANT PUlUlIIlG AGu.vwu BBnrAl51'l THE CITY OF SAIl BlDARDIIlO AIlD BIGIILAlm DISTRICT COUlICIL Oil AGIIlG. IIlC.. BItmT.&1II) SBIlIOR Gu-.l,U BE IT USOLVED BY THE MAYOR AIlD COMMOIl COUllCIL OF THE CITY OF SAIl BlDARDIIlO AS FOLLOWS: 7 Sec:tion l. 8 (a) The Mayor of the City of San Bernardino is hereby authorized 9 and directed to execute, on behalf of the City, an agreement for 10 Community Development Block Grant funding with Hi2hland District - 11 Council on A2inR. Inc.. Hi2hland Senior Center, which agreement is 12 attached hereto as Exhibit "1", and is incorporated herein by 13 referenced as though fuly set forth at length. The agreement provides , '" 14 for the aranting of Community Development Block Grant funds in the 15 following amount of $20.000. .. 16 Section 2. c 18 19 20 21 22 23 24 25 26 27 28 17 is rescinded if the parties to the agreement fail to execute it within <a) The Authorizations to execute the above referenced agreement sixty (60) days of the passage of this Resolution. III III III III III III III III III .,. 1 - /7 " " , '" c l''''''- r' . , 1 2 3 "-" - RBSOLUrIOIl OF THE CITY OF SAIl BUltARDIIlO AUrJlORIZI15 THE EXECUTIOIl OF A CDBe: AGfl:drwu BBTWBBlI THE CITY A1ID BIt:RT.A1IIl DISTRICT COUlICIL Oil AGIIlG. IIlC.. BIGIILARD SDIOR CBRTBR 4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by 5 the Mayor and Common Council of the City of San Bernardino at 6 meeting thereof, held on a 7 the day of , 1992, by the following 8 vote, to wit: 9 10 11 12 13 14 15 16 17 18 19 20 21 COUllCIL IlEMBBRS: AIIli lAD ABSTAIW ABSBRT ESTHER ESTRADA JACK REILLY RALPH BERNARDEZ MICBABL MAUDSLBY TOM MINOR VALERIB POPE-LUDLAM NORINE MILLER City Clerk The foregoing resolution is hereby approved this , 1992. day of 22 W.R. Holcomb, Mayor 23 Approved as to form and legal content: 2( 25 26 27 28 JAMBS F. PENMAN, :::YA~ / 2474J - 2 - /7 " ".' "'" , " 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 .. ~ ( - ,-. -...... - 1 STATE OF CALIFORIlIA COUNTY OF SAR BERNARDIBO CITY OF SAR BERNARDIIlO ) ) ) ss 2 I, City Clerk of the City of San Bernardino, DO HEREBY CERTIFY that the foregoing and attached copy of Mayor and Common Council of the City of San Bernardino Resolution Bo. is a full, true and correct copy of that now on file in this office. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the Mayor and Common Council of the City of San Bernardino this _ day of , 1992. City Clerk City of San Bernardino By: Deputy - 3 - /7 ,.-.. \....- ....... - ~' --, ACIl..II..T THIS AGRBEMEBT is entered into effective as of the 1st dav of Julv 1992, at San Bernardino, California. between the City OF SAR BEUAiDIRO. a municipal corporation, referred to aa "City". and BImrf Awn DISTRICT COUlICIL Oil AGIIIG. IIlC.. a nonprofit community service organization. referred to as - - "Subreeipient". City and Subreeipient agree as follows: 1. Ileeitals. (a) Subrecipient has requested financial assistance from City for fiscal year 1992/1993 from funds available through the Community Development Block Grant Proaram from the United States of America to City. (b) Subreeipient represents that the expenditures authorized by If' this Agreement are for a coordinated range of services and community " activities to low and moderate income senior citizens located in east San ... Bernardino to ensble them to remain livina independently at home, which are valid and eligible community development purposes. as defined in CPR Part 570 in accordance with federal law and regUlations, and that all funds granted wder this Agreement will be used for no purpose other than those purposes specifically authorized. The specific purposes and scope of services of this particular grant are set forth in Exhibit "A", attached hereto and incorporated into this Agreement as though fully set forth herein. (e) SUbreeipient will comply with applicable uniform administrative requirements. as described in 24 CPR, Part 570.502. (d) Subreeipient will carry out each activity. program andlor -1- , \. /7 ,......, '-' -., -- project in compliance with all federal lawa and regulations aa aet forth in 24 , ... CPR, Part 570, with the following ezeeptiona, (1) the SUbreeipient does not assuae the environmental responsiblitiea of the Grantee aa deaeribed in 24 CPR, Part 570.604, and; (ii) the SUbrecipient does not aa8UIDe the Grantee's responsiblities for initiating the review process under Executive Order Number 12372. (e) SUbreeipient will eOlllPly with the requirements aet forth in the Uniform Relocation Assistance and Real Property Aequiaition Policy Act of - 1970. as amended, (ORA). 49 CPR. Part 24 in accordance with federal regulations when attempting to or acquiring any building or parcel of land. Subrecipient will be required to obtain written spproval from the Executive Director of the Development Department prior to any activity taking place within the confines of ORA 49 CPR, Part 24, s. ..ended. 2. Pav.ent8. , , City shall reimburse Subreeipient for allowable costa incurred under the scope of this Agreement and applicable Federal regulations, which - have not been paid for or reimbursement will be made at least on a monthly basis, with the total of all such reimbursements not to ezceed $20.000. 3. ImL. This Agreement shall eOllllDence Julv 1. 1992, and terminate June 30. liU. 4. Use of !'Im"s: BudRet: Travel Limitation. (a) The funds paid to Subrecipient shall be used by it solely for the purposes .et forth in Paraaraph l(b) of this Agreement, and in accordance with the progr.. budget submitted by SUbreeipient to the City of San Bernardino COllllll1lJ1ity Development Department, a copy of which is attached to ( this Agreement as Exhibit "B". This budget shall list all sources of funding -2- /7 ... I '..... - ", " - (' " I"'"' '-' ...... - for the proarllD covered by thia Agreement. whether from State. Federal. local or private aources, and shall identify which soureea are paying for which apecifie portions of the proarllD. by line-item, to the extent practicable. (b) Ilo Travel expenses for out-of-state travel shall be included in this progrllD unless apecifieally listed in the bUdget as submitted and approved, and all travel expenses to be funded from funds provided hereunder shsll be specifically identified as travel expense, which ahall be neaotiated between the City of San Bernardino Development Department and Subreeipient in the budget. Any travel expenses incurred by SUbreeipient above the budgeted amount or for out-of-state travel shall not be eligible for reimbursement unless the prior written approval of the Executive Director of Development Department of the City of San Bernardino, or designee, has been obtained. (e) Funds shall be used for purposes authorized by the COllllDUl1ity Development Block Grant ProgrllD only, and no portion of the funds granted hereby shall be used for any purpose not apecifieally authorized by this Agreement. (d) Only net payroll shall be periodically reimbursed by City as an allowable cost. Any amounts withheld by SUbreeipient from an employee's pay for tazes. social security, or other withholdings are actually paid over to another entity. shall not be included as wages or expenses eligible for reimbursement as an sllowable cost until such time.. the withheld tazes, social security, or other WithhOlding and not ilDlDediately paid over to another entity entitled to such payment. Upon such payment and the submission of evidence of such payment to the City of San Bernardino Development Department, such expenses shall be regarded as an allowable cost, and the City shall reimburse SUbreeipient for such Obligation. -3- /7 I"'" '- -. - ". (e) Subreeipient ahall be allowed. with the prior written approval .. of the Development Departllent of the City of San Bernardino. to lIalte changes to the budget during the first three (3) quartera of the fiscal year. 80 long as SUbreeipient is in compliance with Section "2" of this Aareement at the time of sUbmiasion of the budget modificstion request. A variation in the iteaization of costs, as aet forth in the proposed budget aubmitted to City, not to exceed ten percent (lOX) as to any particular line item. ahall be allowed, provided that the prior written approval of the Ixeeutive Director of - the Development Departllent of the City of San Bernardino is obtained, it being understood that the total amount of the grant shall not be varied thereby. (f) The parties intend that grant funds be utilized within the time period covered by this Aareement. and enti tlement to any funds not expended or obligated shall revert to the City. Ilo reserve for the future shall be established with the funds except as may be authorized to meet r , commitments made for services provided during the period of this Aareement. but not yet paid for at the conclusion of this Aareement. ... (g) SUbrecipient shall remain in compliance with all state. ~ federal and local lava prior to the receipt of any reimbursement hereunder. This inClUdes. but is not limited to, all laws and regulations relative to the fora of organization. local business licenses and any laws and regulations specific to the business and activity carried out by Subrecipient. Reillbursement ahall not be made to Subrecipient which is not operating in compliance with all applicable laws. Reimbursements may be subsequently paid, at the direction of the Ixecutive Director of the Development Department for reimbursement costs incurred during the period when compliance is achieved before expiration of this Aareement. , , -4- /7 , ... - - f '" - (, f"'" '- " - 5. '&ee01lllt:f...! Audf t. (a) Prior to the final payment under thia Aareement, and at such other t1mes as ..y be requeated by the Executive Director of the Development Department of the City of San Bernardino, Subrecipient ahall aubmit to the Director an accounting of the proposed and actual ezpenditures of all revenues from Whatever aource accruing to the oraanization for the fiscal year ending J1Dle 30, 1992. (b) Financial records shall be maintained by Subrecipient in accordance with Generally Accepted Accounting PrinCiples, and in a manner Which permita City to trace the ezpenditures of funda to aouree documentation. All books and recorda of aUbrecipient are to be kept open for inspection at any time during the busineaa day by the City. its officers or agents. and by any representative of the United States of America authorized to audit eOlDlDunity development block arant proarams. (e) Standards for financial management aystems and financial reporting requirementa established by 24 CPR. Parts 85.20 and 85.22 ahall be fully complied with by Subreeipient. Subreeipient acknowledges that the fund!! provided are federal funds. (d) Subreeipient's financial m&naaement system ahall provide for accurate, current and complete diseloaure of the financial resulta of each program sponsored by this Aareement. It is the responsibility of Subrecipient to adequately safeguard all assets of the proaram. and SUbrecipient shall assure that they are used solely for authorized purposes. 6. Services Available to Residents: llanltorina and ReDOrtfnw Proar.. Perfo........ee. The services of SUbrecipient shall be made available to residents and inhabitants of the City of San Bernardino unless otherwise noted in -5- /7 .. '-. - ~ " .. ~ c - ~ ,.....-, - Bzh1bit "A". Ilo peraon ahall be denied aerviee because of race, color. national oriain. creed. aex. asrital atatua, or phyaieal handicap. Subrecipient ahall comply with Affirmative Action auidelines in its employment praetieea. Subreeipient ahall alao aonitor the proaram'a activities and aubmit written reports quarterly. or more often if requested, to the Executive Director of the Development Department of the City of San Bernardino, in accordance with 24 CPR. Part 85.4l(e)(d) and Part 85.21. Failure to provide suCh quarterly performance reporta may prevent the processing by City of Subreeipient'a requesta for reimbursement. and ID8Y justify temporary withhOlding as provided for in Paragraph "11" hereof. City reserves the right to vaive auCh breaCh. without prejudice to any other of ita rights hereunder, upon a finding by the Executive Director of the Development Department that auCh failure was due to extraordinary eirc1llll8tances and that such breach has been timely cured without prejudice to the City. 7. Proeureaent Praeties: Confiiet of Interest. Subreeipient shall comply with procurement procedures and auidelines established by 24 CPR, Part 85.36(d)(1), Subrecipient "Procurement Standards". In addition to the apeeifie requirements of 24 CPR. Part 85. SUbreeipient shall lD8intain a code or atandards of conduct which shall covern the performance of its offieen. employeea or acents in contracting with and expending the federal Arant funds made avsilable to Sub recipient under this Aareement. Subreeipient'a officers, employeea or aaents &hall neither solicit nor accept aratuities, favors, or anything of monetary value from contractors or potential contractors. To the extent permissible by atate law, rules, and regulations, the standards adopted by SUbreeipient shall provide for penalties. sanetiona or other disciplinary actions to be applied for violations of such standards by either the SUbrecipients's Officers. employees -6- /7 c " -- or &lenta. or by contractors or their aaents. SUbreeipient &ball provide a , " copy of the code or atandards adopted to City forthwith. All procurement transactions without regard to dollar value shall be conducted in a manner so as to provide maximum open and free competition. The Subreeipient shall be alert to oraanizational conflieta of interest or non-competitive practices among contractors which aay restrict or eliminate competition or otherwise restrain trade. Subrecipient aarees to adhere to conflict of interest provisions set forth in 24 CPR Section 570.611 and to the procurement rules - - specified in 24 CPR, Part 85.36, in its expenditure of all funds received under this Agreement. I. Anti-C.ck Back Proviaions: Baual BlmlOVlllent ODDOrtunitv. All contracts for construction or repair using funds provided under this Agreement shall include a proviaion for compliance with the Copeland "Anti-Kick Back" Act (18 V.S.C. 174) as supplemented in Department of Labor r Regalations (29 CPR. Part 3). Thia Act provides that each contractor or " aubarantee shall be prohibited frOll inducing, by any means, any person ~ employed in the construction, completion or repair of public work, to aive up .. any part of the compensation to which he/she is otherwise entitled. SUbrecipient shall report sll suspected or reported violations to City. All contracts in exeesa of $10.000.00 entered into by Subrecipient using funds proTided under this Agreement shall contain a provision requiring compliance with Equal Employment Opportunity provisions established by Executive Order lUmber 11246, as amended. 9. PrevaUfn. Waae Reauireaent. Any construction contracts awarded by SUbrecipient using funds proTided under this Agreement in excess of $2,000.00 shall include. provision for compliance with the Davis-Bacon Act (40 V.S.C. 276(.) to 276(a)(7)) and as ( -7- /7 111" -. - " , - c, c ,....~~ -- supplemented by Deputllent of Labor Regulationa (29 CFR). Under this act, contractors ahall be required to pay wagea to laborera and meehaniea at a rate not leas than the minimum wages apecified in a wage determination determination made by the Secretary of Labor. In addition, contractors shall place a copy of the current prevailing wage determination iasued by the Department of Labor in each aolieitation and the award of s contract shall be conditioned upon the acceptance of the wage determination. Subrecipient shall report all auspected or reported violations to City. 10. ADDroval of Citv of lIDV Ch-raes: Use of Proar_ Ineoae. (a) City hereby requires SUbreeipient to noti~ the City in writing, of ita intent to charge a fee for any service. the provision of Which is assisted pursuant to the Agreement. City requires SUbreeipient to obtain the prior written approval of City for any charges or fees to be charged by SUbreeipient for such aervieea, and of any rules and regulations governing the provision of aerviees hereunder. (b) Program income represents aroas income received by the SUbreeipient directly aenerated from the use of funds provided hereunder. Such earnings include interest earned on advances and may inClUde. but will not be limited to. income from aerviee fees. aale of commOdities. usage and rental fees for real or peraonal property using the funds provided by this Agreement. As to such income, it ahall be first applied to eligible program aetiYities. before requests for reimbursement and. in the use. shall be subject to all applicable provisions of this Agreement. Income not so applied shall be remitted to City. SUbrecipient shall remit all unspent program ineoae to the City within thirty (30) days subsequent to the end of the program year (June 30. 1993). -8- /7 -- \..r , "' - 11. T.......rarv Vhhholdina. I"" The Executive Director of the Development Department of the City of ... San Bernardino ia authorized to temporily withhold the payment of funds to SUbrecipient When the Director detel'lllines that any violation of this Aareement has occurred. Funds ahall be withheld until the violation is corrected to the satisfaction of the Executive Director. Subrecipient shall have the right to appeal the decision of the Executive Director to the Mayor and Common Council. The sole arounds for such appeal shall be that no violation of the - Aareement has occurred. SUbreeipient shall file such appeal within 1"ifteen (lS) days after such first withholdina. The Mayor and Common Council shall set a date for the hearing of such appeal Which is within thirty (30) days following the date of filina. 12. Records Retention. , '" Financial records, aupportina documents, statiatieal records, and all other records pertaining to the use of the funds provided under this Aareement shall be retained by Subreeipient for a period of three (3) years, - at a minilDUlD, and in the event of litigation. claim or audit. the records shall be retained until all litigation. claim or audit findinas involvina the records, have been fully resolved. Records for non-expendable property acquired with federal funds provided under this Aareement shall be retained for three (3) years after the final dispOSition of such property. 13. PrODern JllanalU!lIlent StAftdard8. Ilon-expendable personsl property, for the purposes of this Aareement. is defined as tangible personal property. purchased in Whole or in part with federal funds. Which has useful life of more than one (1) year and an acquisition cost of one-thousand dollars ($1.000.00) or more per unit. c Real property means land, ineludina land improvements, structures and -9- /7 ~ , - , '" - ~ (, c .-..., '-' appurtenmees thereto. excluding movable machinery and equipment. Bon-expendable peraonal property and real property purchsaed with or improved by funds provided under this Agreement ahall be subject to the property management stmdsrds set forth in 24 CPR, Psrt 85.32. 14. Termination for Csuse. <a) City reservea the right to terminate thb Agreement in accordance with 24 CPR, Part 85.43, and any and all armta and future payments under this Agreement, in Whole or in part, at any time before the date of completion of this Agreement Whenever City determines that the SUbrecipient has materially failed to comply with the terms and conditions of this Agreement. In the event sew to terminate thb Agreement for cause. City shall promptly notify the Subreeipient in writing of the proposed termination and the reasons therefore. together with the propoaed effective date. Subrecipient shall be liven m opportunity to appear before the Mayor and Co.-on Council at the time at Which the Mayor and Common Council are to consider such recommended termination. and ahall be aiven a reasonable opportunity to show cause vby. if any ezbts, the Agreement ahould not be tel'llinated for cause. Upon determination by the Mayor and Common Council that. the contract should be terminated for esuse, notice thereof. inclUding reasons for the determination. shall promptly be mailed to the SUbreeipient, together with information as to the effective date of the termination. Such notice may be liven orally at that hearing. The determination of the Mayor md Common Council as to cause shall be final. (b) In the event of any termination Whether for cause or for convenience. SUbreeipient shall forthwith provide to the Development Department any and all documentation needed by the Development Department to establish a full record of all monies received by Subreeipient and to document the 1I8es of same. -10- 17 -""";"'-.... '*' I '.., - '* la ... ~ ." " c ~, - 15. Yewwf,.at:10ll for ConY,",f mu!e. City or Subreeipient ..y terminate thia Agreement in whole or in part provided both partiea agree that the continuation of the project would not produce beneficial resulta commensurate with further expenditure of funds. In such event, the parties ahall agree upon the termination conditions, inClUding the effective date and, in the ease of partial terminations, the portion to be terminated. The SUbrecipient shall not incur new obligations for the terminated portion after the effective date and shall cancel as many outstanding obligations as possible. City shall allow Subreeipient full credit for the City's share of the non-cancellable obligations properly incurred by the SUbreeipient prior to termination. 16. Reversion of Assets. Subreeipient agrees that upon expiration of this Agreement. the Subrecipient shall transfer to the City any and all CDBG funds not used at the time of expiration and any accounts receivable attributable to the use of CDBG funds. Subrecipient agrees that any real property under its control. which was acquired or improved. in whole or in part, with CDBG funds in excess of $500.00 shall either. (i) be used to meet one (1) or the three (3) national objectives as set forth in 24 CFi. Part 570.208 until five (5) years after ezpirstion of the Agreement or such period of time as determined sppropriate by the City, or; (ii) is disposed of in a manner which results in the City being reimbursed in the amount of the current fair Il8rket value of the property less any portion thereof attributable to ezpenditure of. or improvement to. the property by SUbreeipient. Such reimbursement is not required after the period of time specified in "i" above. -11- /7 r-. \""..- J'"""", -.I ,. ... , ... , - f1I' I ... - - f1I' ... .. ~ f1I' I ... - ~. ~ '-" 17. Bold Banoless. Subrecipient qre.. to indemnify. eave and hold haralesa the City and the Development Department and their employees and saents fraD all 1iabi1itiea and charles, expenses (including counsel fees), suits or losses, however occurring. or damages, ariSing or arowing out of the use of or receipt of funds paid under this Agreement and all operations under this Agreement. Pa~ents under this Agreement are made with the understlnding that the City and the Development Department are not involved in the performance of services or other activities of the Subreeipient. SUbrecipient and its employees and agents are independent contractors and not employees or agents of City and the Development Department. 18. .&mM't~f!D.t. This Agreement may be ..ended or modified only by written agreement aigned by both parties. and failure on the part of either party to enforce any provision of this Agreement shall not be construed ss s waiver of the riaht to compel enforcement of any provision or provisions. 19. Assi--ent. This Agreement shall not be assigned by SUbreeipient without the prior written consent of City. 20. Notices. All notices herein required shall be in writing and delivered in person or sent certified .ail. postage prepaid, addressed as follows: As to City: As to Suhreeipient ICENNETII J. BBRDIRSON Executive Director Development Department Economic Development Agency 201 Korth "I" Street. third Floor San Bernardino. CA 92401 Biahland District Council on Aging, Inc. 3102 Biahland Avenue Biahllnd, CA -12- /7 ,.--,--- . - '-' --""~ ~ 21. BYldllft.-e of Authority. ,. SUbrecipient ahall provide to City evidence in the form of a I ... - ,.. I '... .. ~ - ( .. certified copy of minutea of the aoverning body of Subrecipient. or other adequate proof. that thia Agreement haa been approved in all ita detail by the loverning body of the Subreeipient. that the person(a) executing it are authorized to act on behalf of SUbreeipient, and that this Agreement is a binding obliaation on SUbreeipient. 22. CertlfleatiOll of USDrUlee. Subrecipient ahall comply with the proaram requirementa attached hereto as Exhibit "C". Which are incorporated by reference as thouah fully set forth at length and made a part of this Agreement by execution of all certifications and aasuranees of the CDBG program. 23. Bntire Aarel!lllent. This Agreement and any document or instrument attached hereto or referred to herein integrates all terms and conditions mentioned herein or incidental hereto. and supersedes all nelotiations and prior writing in respect to the aubjeet matter hereof. In the event of conflict between the terms, conditions or proviaions of this Agreement. and any such document or instrument. the terms and conditions of the Agreement shall prevail. 24. .0 !bIrd Party Beneflelariea. Ilo third party shall be de_ed to have any riahts hereunder against any of the parties hereto as a result of this Agreement. III III III III -13- /7 . ........., c -' Py 1992/1993 CDBe: Aeh""WU BBnrAl51'l CITY A1ID BICllul(l) DIsruCT COUlICIL OB AGIBG. IE. ", I '" III wrrnss WBlRlOF, the parties hereto hsve executed this Aareement on the date and year first hereinabove written. ArrEST: CITY OF SAIl BBDARDIRO City Clerk By: W.R. Holcomb, Mayor City of San Bernardino SUBUCIPIBlIr Approved as to form and legal content: By: JAMES F. PERMAR. ::~~ BY: ", ... AJB:lag:080lB Rev. 05/1992 -14- c /7