HomeMy WebLinkAboutLEGAL AID SOCIETY OF ORANGE COUNTY (2) - 2017City of Santa Ana
rs' Clerk of the Council
Y AGREEMENT TERMINATION FORM
COTC Office Use Only
?M9 A 19 PM 3: 09
Please complete this form when the attached agreement and all
amendments (if any) are no longer in effect. CITY OF SANTA ANA
CLERK OF COUNCIL
Return form to the Clerk of the Council Office (M-30).
Call 647-6520 if you have any questions.
The agreement with
No. A'T—ZO 17 - I co was completed on lo .` and final payment has been made.
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Department:
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Signature: J2
Date:
Revised 08-23-10
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This Agreement is hereby made and entered into this 1 st day of July, 2017, by and between the City
of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and
laws of the State of California ("CITY"), and Legal Aid Society (Record Expungement Program), a
California nonprofit corporation ("SUBRECIPIENT"),
AGREEMENT BETWEEN THE CITY OF SANTA ANA AND
LEGAL AID SOCIETY FOR USE OF
COMMUNITY DEVELOPMENT BLOCK. GRANT FUNDS
RECITALS:
A. The CITY, as an entitlement recipient and grantee of the United States Department of Housing and
Urban Development ("HUD") Community Development Block Grant ("CDBG") Entitlement Program,
Catalog of Federal Domestic Assistance (CFDA) Number 14.218, and Federal Award Identification Number
(FAIN) B -17 -MC -06-0508 , desires to enter this Agreement with the SUBRECIPIENT for the expenditure of
CDBG funds in accordance with Title 24, Pail 570 of Code of Federal Regulations 24 CFR 570.000, et seq.
("CDBG REGS").
B, CITY has applied for and received CDBG funds from HUD pursuant to Title I of the Housing and
Community Development Act of 1974, Public Law 93-383, as amended ("ACT").
C. The SUBRECIPIENT is a private nonprofit corporation that has been selected by the CITY to
receive CDBG funds and administer such financial assistance; and to provide the services described in
Exhibit A, in accordance with the schedule of performance included therein, hereinafter referred to as "said
program". SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies
that the activities carried out with funds provided under this Agreement will meet one or more of the CDBG
program's National Objectives (24 CFR Part 570.208).
D. SUBRECIPIENT agrees that it will adhere to the performance measurements and outcomes as
indicated on Exhibit A (Schedule of Performance). Failure to follow the measurements and meet the
stated outcomes may constitute breach of contract that could result in termination of this Agreement or
serve as reason for the City to recapture the grant funds awarded to SUBRECIPIENT pursuant to this
Agreement.
WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive
part of this Agreement and the following terms and conditions are approved and together with all exhibits and,
attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT:
I. SUBRECIPIENT'S OBLIGATIONS
A. Nonprofit Status - Representations and Warranties
(a) Authority. SUBRECIPIENT is a duly organized and existing nonprofit corporation in good
standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has
full right, power and lawful authority to accept the finding hereunder and to undertake all obligations as
provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has
been fully authorized by all requisite actions on the part of SUBRECIPIENT.
(b) Experience. SUBRECIPIENT is a qualified provider of the services to be provided
hereunder.
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(c) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT
warrants that (1) it has thoroughly investigated and considered the services to be performed and provided
hereunder, (ii) it has carefully considered how the services should be performed, and (iii) it fully
understands the facilities, difficulties and restrictions attending performance of the services under this
Agreement.
(d) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution,
delivery and performance of its obligations under this Agreement will not constitute a default or a breach
under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound.
(e) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy
proceeding.
(f) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or
threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this
Agreement.
(g) Application Veracity. All provisions of and information provided in SUBRECIPIENT'S
application for funding submitted to CITY including any exhibits are true and correct in all material
respects.
(h) No Pending Investigation. SUBRECIPIENT is not aware that it is the subject of any current
or threatened criminal or civil action investigation by any public agency, including without limitation a
police agency or prosecuting authority, that would relate to affect performance of the Agreement or
provision of services hereunder.
B. Amount of Grant/Term and Quarterly Disbursement. The amount granted to
SUBRECIPIENT is $42,870 ("CDBG FUNDS"), for the term of July 1, 2017 through June 30, 2018,
Such funds shall be expended by SUBRECIPIENT on or before June 30, 2018. The Term of this
Agreement may be extended by a writing executed by the City Manager, or his or her designee, and the
City Attorney, The CDBG FUNDS shall be disbursed by CITY to SUBRECIPIENT on a quarterly basis
subject to and upon receipt and approval of a complete quarterly activity report from SUBRECIPIENT,
with the final payment subject to the satisfaction of the condition precedent of submittal of complete
reporting information due on or before July 15 of the applicable funding year, as hereinafter more fully
set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond
the term, including, but not limited to, obligations with respect to indemnification, audits, reporting,
data retention/reporting, and accounting. Failure to provide any of the required documentation and
reporting will cause CITY to withhold all or a portion of a request for reimbursement, or return the entire
reimbursement package to SUBRECIPIENT, until such documentation and reporting has been received
and approved by CITY.
The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates
that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program year.
Amendments in the grant allocation will be made after consultation with SUBRECIPIENT.
C. Use of Funds. SUBRECIPIENT agrees to use all federal funds provided by CITY to
SUBRECIPIENT pursuant to this Agreement to operate said program, as set forth in "Exhibit A," attached
hereto and by this reference incorporated herein. SUBRECIPIEN'PS failure to perform as required may, in
addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds CITY is
otherwise obligated to pay to SUBRECIPIENT hereunder.
D. Allowable Co ts. SUBRECIPIENT agrees to complete said program on or before June 30,
2018, and to use said funds to pay for necessary and reasonable costs allowable under the federal law and
regulations to operate said program. Said amounts shall include, but not be limited to, wages, administrative
costs, and employee benefits comparable to other similarly situated employees, and indirect costs. Other
allowable program costs are detailed in the budget, as set forth in "Exhibit B;' attached hereto and by this
reference incorporated herein. SUBRECIPIENT shall use all income received from said funds only for the
same purposes for which said funds may be expended pursuant to the terms and conditions of this
Agreement. SUBRECIPIENT has the ability to adjust line item amounts in the budget with the written
approval of the CITY's Executive Director of the Community Development Agency, or designee, so long as
the total budget amount does not increase.
Pursuant to 2 CFR §200.331(a)(4), the Indirect Cost Rate for the SUBRECIPIENT's award shall
be an approved federally recognized indirect cost rate negotiated between the SUBRECIPIENT and the
Federal government, or, if no such rate exists, the de minimis indirect cost rate as defined in 2 CFR
§200.414(b) Indirect (F&A) costs.
For this agreement, the de minimis indirect cost rate of 10% will apply.
E. Licensina. SUBRECIPIENT agrees to obtain and maintain all required licenses,
registrations, accreditation and inspections from all agencies governing its operations. SUBRECIPIENT
shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and
inspections from all agencies governing SUBRECIPIENT's operations hereunder, Such licensing
requirements include obtaining a City business license, as applicable.
F. 'Zoning; SUBRECIMENT agrees that any facility/property used in furtherance of said
program shall be specifically zoned and permitted for such use(s) and activity(ies). Should SUBRECIPIENT
fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and
regulations relating thereto, SUBRECIPIENT shall immediately make good -faith efforts to gain compliance
with local, state or federal rules and regulations following written notification of said violation(s) from the
CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending
violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in
termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the
facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure
to gain compliance within such time shall result in termination of grant funding hereunder.
G. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this
Agreement shall be maintained in an account in a federally insured banking or savings and loan institution
with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements.
SUBRECIPIENT is not required to maintain separate depository accounts for CDBG FUNDS; provided
however, the SUBRECIPIENT must be able to account for receipt, obligation and expenditure of CDBG
FUNDS pursuant to applicable 2 CFR 200.302 requirements.
H. Audit ReRort Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends
Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an
annual audit conducted by a certified public accountant in accordance with the standards as set forth and
published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY
with a copy of said audit by April 1 of the year following the program year in which this Agreement is
executed.
1. Record Kee in Reportine. SUBRECIPIENT shall keep and maintain complete and
adequate records and reports on program participants to determine their initial and continuing eligibility for
the program services being provided to assist CITY in meeting and maintaining its record keeping
responsibilities under the CDBG REQS, including the following:
(1) Records
a. Documentation evidencing program income requirements in conformity with 24 CFR
570.504(b((2)(i), (ii) and 24 CFR 570.503(b)(3) and 24 CFR 570.208(a)(2)(B) of the income level
of persons and/or families participating in or benefiting by the SUBRECIPIENT program.
b. Documentation of the number of persons and/or families participating in or benefiting
by the SUBRECIPIENT program,
c. Household information shall include number of persons, identification of head of
household, race/ethnicity, and income verification of all household members ages 18 and over.
d. Documentation of all CDBG FUNDS received from CITY.
e. Documentation of expenses as identified in the Budget Proposal, including evidence of
incurring the expense, invoices for goods or services, copies of any and all contracts or
documentation pertaining to costs for subcontractors, plus all other invoices and proof of payment for
which CDBG FUNDS were expended, and any payments therefor.
f. Any such other related records as CITY shall reasonably require or as required to be
maintained pursuant to the CDBG REQS.
(2) Reports
a. Payment Request. Concurrently with the submittal of each quarterly report, on or before
the 15th day of October, January, April and July, SUBRECIPIENT shall submit both: an original
invoice/request for reimbursement and true copies of invoices, receipts, canceled checks, bank
statements, credit card statements, procurement documentation for goods or services, timesheets,
payroll records, benefit statements, agreements, contracts or documentation pertaining to costs for
subcontractors, and/or other documentation supporting and evidencing how the CDBG FUNDS
have been expended during the applicable quarter.
b. Quarterly Progress Report. SUBRECIPIENT agrees to keep records of all ethnic and
racial statistics of persons and families benefited by SUBRECIPIENT in the performance of its
obligations under this Agreement, including, but not limited to, the number of low and moderate
income persons and households assisted in accordance with federal income limits, the number of
female heads of households assisted, new program information and year-to-date program
statistics on expenditures, caseload and activities. Failure to provide any of the required
documentation and reporting will cause CITY to withhold all or a portion of a request for
reimbursement, or return the entire reimbursement package to SUBRECIPIENT, until such
documentation and reporting has been received and approved by CITY.
J. Access to Records, CITY and the United States Government and their representatives or
auditors shall have access for purposes of monitoring, auditing, and examining SUBRECIPIENT's
activities and performance, to books, documents and papers, and the right to examine records of
SUBRECIPIENT's subcontractors, bookkeepers and accountants, employees and participants in regard to
said program. CITY and the United States Government and their representatives or auditors shall also
schedule on-site monitoring at their discretion. Monitoring activities may also include, but are not limited
to, questioning employees and participants in said program and entering any premises or any site in which
any of the services or activities funded hereunder is conducted or in which any of the records of
SUBRECIPIENT are kept. Nothing herein shall be construed to require access to any privileged or
confidential information as set forth in federal or state law.
K. Location of Records/Required Length of Record Keeping. All accounting records, reports,
and evidence pertaining to all costs, expenses and the CDBG FUNDS of SUBRECIPIENT and all
documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office
or place of business for the duration of the Agreement and thereafter for five (5) years from the date of
final payment under this Agreement. Records which relate to (a) complaints, claims, administrative
proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of
this Agreement to which CITY or any other governmental agency takes exception, shall be retained
beyond the five (5) years until complete resolution or disposition of such appeals, litigation claims, or
exceptions. In the event SUBRECIPIENT does not make the above -referenced documents available within
the city of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses
incurred by CITY in conducting any audit at the location where said records and books of account are
maintained.
L. C mpliance with Law/Pro rg_ara Inconye. SUBRECIPIENT acknowledges that the funds
being provided by CITY for said program are received by CITY pursuant to the ACT as amended and that
expenditures of these funds shall be in accordance with the ACT and all pertinent regulations issued by
agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code
of Federal Regulations. Program income received by SUBRECIPIENT shall be returned to CITY unless
otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and
local laws and court orders applicable to its operation whether or not referred to in this Agreement.
M. Debarment. To protect the public interest and ensure the integrity of Federal programs,
CITY may only conduct business with responsible persons and may not make any award or permit any
award to any party which is debarred or suspended or is otherwise excluded from or ineligible for
participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension".
See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit C "Debarment", which is
attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing,
without suspension by the California Secretary of State, Franchise Tax Board and Internal Revenue Service.
Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to
CITY.
N. Confidentiality. Without prejudice to any other provisions of this Agreement,
SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it
concerning participants in accordance with the requirements of federal and state law. However,
SUBRECIPIENT shall submit to CITY and or HUD or its representatives, all records requested, including
audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred
and services rendered hereunder.
O. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations
hereunder is rendered in its capacity as an independent contractor and that it is in no way an agency of CITY.
P. Violation_ of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT
violates any of the terms and conditions of this Agreement or any prior Agreement whereby CDBG funds
were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a
disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the
disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in
fraudulent activity to obtain and/or justify expenditure of the CDBG funds granted hereunder,
SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained and/or spent
under fraudulent circumstances.
Q. Eauii m . SUBRECIPIENT agrees to maintain a record for each item of non-expendable
personal property acquired under the terms of this Agreement. Said record shall be made available to CITY
upon request. The term "non-expendable personal property" shall include leased and purchased equipment.
R. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use funds
provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses.
S. Lobbvine. SUBRECIPIENT certifies that it will comply with federal law (31 U.S.C. 1352)
and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the
recipient of a federal contract, grant, loan or cooperative agreement to pay any person for influencing or
attempting to influence an officer or employee of any agency, Member of Congress, or an officer or
employee of a Member of Congress in connection with awarding of any federal contract, the making of any
federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or
modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shalt sign a
certification to that effect in a form as set forth in "Exhibit D," attached hereto and by this reference
incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any
of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any
sums to SUBRECIPIENT under the terms and conditions of this 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 Member of Congress in connection with
this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a
"Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit D).
SUBRECIPIENT shall require that the language of this certification be included in the
award documents for all sub-awards at all tiers (including subcontractors, sub-grants, and contracts under
grants, loans, and cooperative agreements), and agrees to take all actions necessary to ensure that all
subrecipients shall similarly certify and disclose accordingly.
T. Financial Interest SUBRECIPIENT agrees that except for the use of CDBG funds to pay
salaries and other related administrative or personnel costs, no persons who exercise or have exercised
any function with respect to CDBG activities assisted under the terms of this Agreement, or who are in a
position to participate in a decision-making process or gain inside information with regard to such
activities, may obtain a financial interest or benefit from a CDBG-assisted activity of SUBRECIPIENT,
either for themselves or those with whom they have family or business ties, during their tenure or for one
year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or
elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT.
U. 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 or 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 CITY for review upon
request.
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 CITY 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.
V. Section 3 of the Housing and Urban Development Act of 1968. SUBRECIPIENT will make
every effort to provide training opportunities for low -and moderate -income persons residing within the
community where the construction project is located and contracts awarded to local businesses therein to the
greatest extent feasible as required under the provisions of Section 3 of the Housing and Urban Development
Act of 1968, the regulations set forth in 24 CFR 135, and all applicable rules and orders issued hereunder
prior to the execution of this Agreement. Compliance with the foregoing requirements shall be a condition of
the federal financial assistance provided under this Agreement and binding on the SUBRECIPIENT. Failure
to fulfill these requirements shall subject the SUBRECIPIENT, its successors and designees, to those
sanctions specified by the Agreement through which federal assistance is provided. The SUBRECIPIENT
certifies and agrees that no contractual or other disability exists which would prevent compliance with these
requirements. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part
by CDBG funds shall provide equal employment opportunities for minorities and women.
W. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free work place and to
execute a certification as set forth in "Exhibit E" attached hereto and incorporated herein by this reference.
X. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal
Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al.
SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of
2 CFR 200.318-326.
Y. Subpart K of 24 CFR 570. SUBRECIPIENT will carry out its activities in compliance with the
requirements of Subpart K of 24 CFR 570, however SUBRECIPIENT does not assume the CITY's
environmental responsibilities or the responsibility for initiating the environmental review process under 24
CFR Part 52.
Z. Women- and Minority -Owned Businesses (W MBE) 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 in accordance with
the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business
enterprises, and labor surplus area firms". As used in this Agreement, the term "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 percent (51%)
owned and controlled by minority group members or women. For the purpose of this definition,
"minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-
heritage Americans, Asian -Americans, and American Indians. SUBRECIPIENT may rely on written
representations by businesses regarding their status as minority and female business enterprises in lieu of
an independent investigation.
II, CITY'S OBLIGATIONS
A. Payment of Funds. On July 1, 2017, the CITY was allocated $5,284,239 for fiscal year 2017-
2018 from the United States Department of Rousing and Urban Development ("HUD") Community
Development Block Grant ("CDBG") Entitlement Program. CITY agrees to pay to SUBRECIPIENT when,
if and to the extent federal funds are received a sum not to exceed Forty -Two Thousand Eight Hundred
Seventy Dollars ($42,870) for SUBRECIPIENT'S performance in accordance with the Budget attached
hereto as "Exhibit B" during the period of this Agreement. Payments shall be made to SUBRECIPIENT
through the submission of invoices/reimbursement requests.
CITY shall pay such invoices/reimbursement requests within thirty (30) days after receipt thereof
provided CITY is satisfied that such expenses have been incurred and documented within the scope and
provisions of this Agreement and that SUBRECIPIENT is in compliance with the terms and conditions of
this Agreement. Failure to provide any of the required documentation and reporting will cause CITY to
withhold all or a portion of a request for reimbursement, or return the entire reimbursement package to
SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY.
Documentation may include, but is not limited to true copies of invoices, receipts, canceled checks, bank
statements, credit card statements, procurement documentation for goods or services, timesheets, payroll
records, benefit statements, agreements, contacts or documentation pertaining to costs for subcontractors,
and/or other documentation supporting and evidencing how the CDBG FUNDS have been expended
during the applicable quarter.
B. Audit of Account. CITY shall include an audit of the account maintained by
SUBRECIPIENT in CITY's annual audit of all CDBG FUNDS in accordance with Title 24 of the Code of
Federal Regulations and other applicable federal laws and regulations.
C. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of
each grant and subgrant supported activities, CITY staff has detailed knowledge of the grant program
requirements and monitors grant and subgrant supported activities to assure compliance with Federal
requirements. Such monitoring covers each program, function and activity and performance goals are
reviewed periodically.
D. Environmental Review: In accordance with 24 CFR 58, the CITY is responsible for
undertaking environmental review and maintaining environmental review records for each applicable
project.
E. Performance Monitoring: CITY shall monitor the performance of SUBRECIPIENT against
goals and performance standards required herein. The SUBRECIPIENT shall be responsible to
accomplish the levels of performance as set forth in Exhibit A and report such measures quarterly to the
CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact
the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate.
Substandard performance as determined by the CITY will constitute non-compliance with this
Agreement. Should the CITY determine that the SUBRECIPIENT has not performed its obligations as
stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting
information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its
determination specifying in full detail the objections which it has to the SUBRECIPIENT's performance.
If action to correct such substandard performance is not taken by the SUBRECIPIENT after being
notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract
suspension or termination procedures will be initiated.
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A. SUBRECIPIENT agrees to comply with Executive Order 11246 which requires that during the
performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or
applicant for employment because of race, religion, sex, color or national origin. Such action shall include,
but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms
of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in
conspicuous places, available to employees and applicants for employment, notices to be provided by the
SUBRECIPIENT setting forth the provisions of this nondiscrimination clause.
B. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964 which indicates
that no person shall, on the ground of race, color or national origin, be excluded from participation in, be
denied the benefits of, or be subject to discrimination under any program of activity receiving federal
financial assistance.
C. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin,
age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the
benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by
this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an
otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community
Development Act of 1974, as amended.
D. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975 which requires that
during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee
or applicant for employment because of age. Such action shall include, but not be limited to the following:
employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for
training, including apprenticeship, SUBRECIPIENT agrees to post in conspicuous places, available to
employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the
provisions of this age discrimination clause.
E. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973 which
requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of
his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to
discrimination under any program or activity receiving federal financial assistance or under any program or
activity conducted by any executive agency or by the United States Postal Service.
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Pursuant to the conflict of interest requirements set forth in 24 CFR 570,611 and 2 CFR 200,112,
SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or
indirect control of any CDBG monies granted to the CITY, inclusive of the subject CDBG FUNDS, shall
serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of
SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing
shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to
CITY regarding any changes or modifications to its board of directors and list of officers.
V. SPECIAL CERTIFICATION FOR RELIGIOUS ENTITIES
If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the
provision of the services SUBRECIPIENT shall provide with CDBG funds, in accordance with 24 CFR
570.200(j):
A. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on
the basis of religion and shall not limit employment or give preference in employment to persons on the basis
of religion.
B. SUBRECIPIENT shall not discriminate against any person applying for the services
SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not
limit such services or give preference to applicants for such services on the basis of religion.
C. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious
worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision
of the services in said program. The parties agree that this covenant is intended to and shall be construed for
the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with
applicable constitutional limitations respecting the establishment of religion as set forth in the establishment
clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California
Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT.
D. The portion of a facility used to provide public services assisted in whole or in part under this
Agreement shall contain no sectarian or religious symbols.
E. Where the services to be provided under said program are rendered on property owned by the
primarily religious entity SUBRECIPIENT, CDBG funds may also be used for minor repairs to such property
which are directly related to the cost of rendering the services under said program, where the cost constitutes
in dollar terms only an incidental portion of the CDBG expenditure for rendering the services under said
program.
['7�901"11YY=[0l201tiISl71Y�yi�l
SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded
through this Agreement if a member of that person's immediate family is employed in an administrative
capacity by SUBRECIPIENT. For the purposes of this section, the term "immediate family" means spouse,
child, mother, father, brother, sister, brother-in-law, sister-in-law, father-in-law, mother-in-law, son-in-law,
daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term "administrative capacity"
means having selection, hiring, supervisor or management responsibilities.
VII. NOTICES
Notices to the parties shall, unless otherwise requested in writing, be sent by U.S. Mail, postage
prepaid, and addressed as follows:
TO CITY: City of Santa Ana
Community Development Agency (M-25)
20 Civic Center Plaza
P.O. Box 1988
Santa Ana, California 92702-1988
10
TO SUBRECIPIENT: Kate Marr
Legal Aid Society
2101 N. Tustin Ave.
Santa Ana, CA 42705
VIII. ASSIGNABILITY
None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be
subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY.
SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY.
No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to
this Agreement.
IX. HOLD HARMLESS
SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents,
representatives and volunteers from and against any and all damages to or for loss of use of property and for
injuries to or death of any person or persons, including property and employees or agents of CITY, and shall
defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers
from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including,
but not by way of limitation, workers compensation claims and including attorney fees and reasonable
expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or
omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising
out of SUBRECiPIENT's performance of this Agreement.
X. INSURANCE
L Commercial General Liability. SUBRECIPIENT agrees to obtain and keep in force
during the term of this Agreement a policy of comprehensive commercial public liability insurance
insuring the CITY, and SUBRECIPIENT against any liability for accident, injury or death arising out of
or in consequence of this Agreement. Such insurance shall be in an amount not less than One Million
Dollars ($1,000,000.00) for any injury to or death of any person or persons in any single accident or
occurrence. Said policy of comprehensive liability insurance shall be endorsed to provide to CITY at
least thirty (30) days written notice prior to cancellation; name CITY, its officers, agents, employees, and
volunteers, additional insured; and state that such coverage is primary to any other coverage or self-
insurance and CITY. Governmental entities may provide proof of self-insurance.
(a) Such insurance shall: (1) name the City of Santa Arra, its officers, agents,
representatives, employees and volunteers as additional insured's; (2) be primary with respect to
insurance or self-insurance programs maintained by the CITY; (3) contain standard separation of
insured's provisions; and (4) give to CITY prompt and timely notice of claim made or suit instituted
arising out of SUBRECIPIENT's operations hereunder.
(b) SUBRECIPIENT shall: (1) prior to exercising any right under this
Agreement, furnish properly executed certificates of insurance and additional insured endorsement to the
CITY which shall clearly evidence all coverages required above; (2) provide that such insurance shall not
be materially changed or terminated except on 30 days prior written notice to the CITY; (3) maintain such
insurance for the period covered by this Agreement; and (4) replace such certificates for policies expiring
prior to the expiration of this Agreement
2. Automobile Liability C, overage. SUBRECIPIENT shall also obtain and maintain, daring
the effective period of this Agreement, broad form automobile liability coverage with a $1,000,000 limit
unless reduced by CITY, which applies to both .owned/leased and non owned automobiles used by
SUBRECIPIENT employees or participants in performance of this Agreement, or, in the event that
SUBRECIPIENT will not utilize such owned/leased automobiles but intends to require employees,
participants or other agents to utilize their own automobiles in the performance of this Agreement,
SUBRECIPIENT shall secure and maintain on file from all such employees, participants, or agents as
self -certification of automobile insurance coverage. Governmental entities may provide proof of self-
insurance.
3. Workers' Compensation. If SUBRECIPIENT is an "employer", as set forth in California
Labor Code Section 3300 et seq., or utilizes participants as "employees," as set forth in California Labor
Code Section 3350 et seq., SUBRECIPIENT shall obtain and keep in force during the term of this
Agreement full Workers' Compensation insurance coverage for injuries suffered by participants. Said
insurance policy shall guarantee CITY at least thirty (30) days written notice of cancellation or
modification.
4. Equipment Coverage. SUBRECIPIENT shall purchase a policy or policies of insurance
covering loss or damage to any and all Equipment provided to or purchased by SUBRECIPIENT in
accordance with this Agreement. Said insurance shall be in the amount of the full replacement value
thereof, providing protection against the classification of fire, extended coverage, vandalism, malicious
mischief, theft, and special extended perils. Governmental entities may substitute a certificate of self-
insurance.
5. Proof of Insurance. Certificates and endorsements must be submitted and approved by
CITY prior to any work under this Agreement. SUBRECIPIENT understands that CITY will make no
payments under this Agreement until the required certificates and endorsements have been approved by
CITY.
XL REVERSION OF ASSETS
A. Upon the expiration of this Agreement, SUBRECIPIENT shall transfer to CITY any CDBG
funds on hand at the time of the expiration of this Agreement as well as any accounts receivable attributable
to the use of CDBG funds. [24 CFR 570.503(b)(7)]
B. Any real property under SUBRECIPIENT's control that was acquired or improved in whole or in
part with CDBG funds in excess of $25,000.00 must either be:
1. Used, where CITY has given written approval, to meet one of the national
objectives stated in 24 CFR 570.208 until five (5) years after expiration of this Agreement, or for such longer
period of time as determined to be appropriate by CITY; or
2 If not used in accordance with subparagraph I above, SUBRECIPIENT shall pay to
CITY an amount equal to the current fair market value of the properly less any portion of the value
attributable to the expenditure of non-CDBG funds for acquisition of, or improvement to, the property. Such
payment is program income to CITY.
C. Subject to the obligations set forth herein, title to equipment acquired under the tenor of this
Agreement will vest upon acquisition in SUBRECIPIENT. When said equipment which has been acquired
in accordance with this Agreement and all applicable regulations is no longer needed for said program,
disposition of said equipment will be made as follows:
t2
I . Items of equipment with a current per unit fair market value of less than $5,000.00
may be retained, sold or otherwise disposed of with no further obligation to CITY.
2. Items of equipment with a current fair market per unit value of $5,000.00 or more
may be retained or sold and CITY shall have the right to an amount calculated by multiplying the current
market value or proceeds from the sale by CITY's share of federal funds used to acquire the equipment, in
accordance with 2 CFR 200.313(e)(2).
D. SUBRECIPIENT hereby agrees, upon the demand of CITY, to execute, acknowledge and
deliver, or cause any person or entity who may have any claim to rights hereunder or under any document,
instrument or agreement executed in furtherance of the services and activities to be performed hereunder, to
execute, acknowledge and deliver, to CITY assignment(s), quit claim deed(s) or such other and further
instruments, documents and agreements as may be necessary, in the sole and absolute discretion of CITY, to
vest in CITY all of SUBRECIPIENT's right, title and interest (if any it may have) in and to CITY, CDBG or
other federal, state and/or local accounts or program funds or allocation of funds to which CITY is or may be
entitled, either for its own account or as fiduciary or trustee for others, which were obtained for the purpose of
the performance of this Agreement or any previous agreements relating to the same subject matter or
activities as this Agreement, together with any instruments, loans, grants or advances by SUBRECIPIENT on
behalf of CITY, in furtherance of the activities hereunder or thereof.
SUBRECIPIENT's obligations and responsibilities set forth in this paragraph "XI. REVERSION QF
ASSETS." and In paragraph "XII, TERMINATION" and other requirements pertaining to program income
shall not be affected by the termination of this Agreement and shall survive the date of termination of this
Agreement for such period of time as CITY and/or HUD deems necessary for the responsibilities, duties and
obligations to be performed and completed to the satisfaction of CITY and HUD.
XII. TERMINATION
A. This Agreement maybe terminated on thirty (30) days' written notice by either party. In the
event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses
incurred to the effective date of tennination.
B. This Agreement maybe suspended or terminated by CITY upon five (5) days' written notice for
violation by SUBRECIPIENT of Federal Laws governing the use of Community Development Block Grant
Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to
reimbursement for approved expenses incurred up to the effective date of suspension or termination.
C. Pursuant to 2 CFR 200340, in the event SUBRECIPIENT defaults by failing to fulfill all or any
of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice
to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to
be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is
cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be
relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof,
including the payment of money, except for payment for approved expenses incurred for services
satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for
reimbursement of (1) any payments made for services not subsequently performed in a timely and
satisfactory manner, and (2) costs incurred by CITY in obtaining substitute performance.
D. The grant of funds under this Agreement may be terminated for convenience by either the CITY
or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date,
13
and, in the case of portion termination, their portion to b terminated, however, if in the case of a partial
termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for
with the award was made, the CITY may terminate the award in its entirety.
E. The grant of funds under this Agreement may be terminated due to the non-performance of
SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibits A and B or
failure to meet the performance standards and program goals set forth therein.
F. In the event this Agreement is terminated as set forth in subparagraphs XII.A. through X1I.E„
inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any
adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with paragraph "XI.
REVERSION OF ASSETS" of this Agreement.
XIII. LIMITATION OF FUNDS
The United States of America, through HUD, may in the future place programmatic or fiscal
limitations on the use of CDBG funds which limitations are not presently anticipated. Accordingly, CITY
reserves the right to revise this Agreement in order to take account of actions affecting HUD program
funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget
of this Agreement as a whole or as to costs category, may limit the rate of SUBRECIPIENT's authority to
commit and spend Ponds, or may restrict SUBRECIPIENT's use of both its uncommitted and its unspent
funds. Where HUD has directed or requested CITY to implement a reduction in funding, in whole or as to a
cost category, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to
act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the
Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to
de -scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal
accountability, financial soundness, or compliance with this Agreement, CITY may suspend the operation of
this Agreement for up to sixty (60) days upon five (S) days written notice to SUBRECIPIENT of its intention
to so act, pending an audit or other resolution of such questions. In no event, however, shall any revisions
made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it
received notice of such revision, provided that such amounts have been committed in good faith and are
otherwise allowable and that such commitments are consistent with HUD cash withdrawal guidelines.
XIV. EXCLUSIVITY AND AMENDMENT OF AGREEMENT
This Agreement supersedes any and all other agreements, either oral or in writing, between the
parties hereto with respect to the use of CITY's CDBG funds by SUBRECIPIENT and contains all the
covenants and agreements between the parties with respect to such employment in any manner whatsoever.
Each parry to this Agreement acknowledges that no representations, inducements, promises or agreements,
orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not
embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in
writing and signed by both CITY and SUBRECIPIENT.
XV. LAWS GOVERNING THIS AGREEMENT
This Agreement shall be governed by and construed in accordance with the laws of the State of
California, and all applicable federal laws and regulations.
14
XVI. CLOSE-OUT
The SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343,
including the following:
1. SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end
date of the period of performance, all financial, performance, and other reports as required by the
terms and conditions of the Federal award;
2. Unless the CITY authorizes an extension, SUBRECIPIENT must liquidate all
obligations incurred under the Federal award not later than ninety (90) calendar days after the
end date of the period of performance as specified in the terms and conditions of the Federal
award;
3. SUBRECIPIENT must promptly refund any balances of unobligated cash that the
CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for
use in other projects (See OMB Circular A-129 and 2 CFR §200.345);
4. SUBRECIPIENT must account for any real and personal property acquired with
Federal funds or received from the Federal government in accordance with 2 CFR §§200.310-
200.316 and 200.329; and,
5. The CITY should complete all closeout actions for the Federal award no later than one
year after receipt and acceptance of all required final reports.
XVII, VALIDITY AND SEVERABILITY
The invalidity in whole or in part of any provision of this Agreement shall not void or affect the
validity of any other provision of this Agreement. Whenever possible, each provision of this
AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable
law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under
applicable law, such provision shall be ineffective only to the extent of such prohibition or
invalidity, without invalidating the remainder of such provisions of this AGREEMENT.
XVHL WAIVER
No delay or omission by either party hereto to exercise any right or power accruing upon any
noncompliance or default by the other party with respect to any of the terms of this Agreement shall
impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties
hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be
construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or
agreement herein contained,
XIX. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power, authority
and right to bind their respective parties to each of the farms of this Agreement, and shall indemnify CITY
fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that
such authority or power is not, in fact, held by the signatory or is withdrawn.
15
b. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if
fully set forth in the body of this Agreement.
(Signatures on, following page)
16
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the last date and year
written below.
ATTEST:
MAIRIA D. FiUIZAR J y
Clerk of the Council
APPROVED AS TO FORM:
RECOMMENDED FOR APPROVAL:
Robert M. Zur Schmiede
Interim Executive Director
Community Development Agency
17
CITY OF SANTA ANA
Raul Godinez II
City Manager
City of Santa Ana
SI7�RECLPIE -T:
V
Name; Kate Marr
Title: Executive Director
Tax ID: 95-1994337
DUNS 4: 08-181-2315
City of Santa Ana CDBG Scope of Work
Program Year 2017.18 (July 1, 2017 -June 30, 2018)
Name of Organization Legal Aid Society of Orange County
Name of Funded Program Expungement Services
Annual Accomplishment Goal
Undu Ilcated Partici ants anticipated to be served during, the 12 -month contract period.
207 TOTAL 207 Santa Ana Participants F100°fi 1 2071 Low Income Partidpants 100%
Program and Funding Description
This grant will allow LASOC to expand and improve the expungement clinic In six keyways, 1) LASOC can add capacity on
the'backend' when It comes to analyzing rap sheets and determining which crimes can be expunged. The capacity will also
be built through recruitment of volunteers, for pro bono legal assistance, and working with community organizations, such
as. Resilience OC, for community outreach. This will increase the total number of expungements the clinic can complete. 2)
This expanded capacity will allow LASOC to promote the clinic In our targeted service area. Now we'll be able to target
expungement, Including targeting current or former foster youth at Orangewood. 3) This funding will allow the
expungement clinicto hold clinics or fairs at the various sites. Currently LASOC has shown it can operate a homeless
outreach clinic at the Santa Ana Courtyard. With the use of mobile technology, such as laptops and a mobile 4G HotSpot,
LASOC has the ability to prepare forms for Individuals contemporaneously with interviewing them at the clinic. 4) In going
mobile, the clinic would be held more than Just monthly. While keeping the monthly Santa Ana office expungement clinic,
LASOC would hold an additional clinics or outreach events targeting a different area and population each month. 5) LASOC
also wants to add two additional services to its expungement clinic: juvenile criminal record sealing and Certificate of
Rehabilitation. Both services will help clients remove barriers to certain employment and housing. These two services
have been requested by the Santa Ana community. Finally, this funding would allow for clients to attorney representation
at criminal dismissal hearings in Orange County. Specifically, the funding would allow LASOC to train more volunteer
attorneys to undertake these representations, while also providing the resources to have a staff attorney as a backup when
volunteer attorneys are unavailable.
Schedule of Performance
Unduplicated Estimated
Participants Invoicin
Quarter 1: JUL 1 - SEP 30
Quarter 2: OCT 1 - DEC 31 52 $
Quarter 3: JAN 1 - MAR 31 52 $
Quarter 4: APR 1 - JUN 30 51 $
207 $
Exhibit A
Page 1 of 1
Program i
Organization Name Legal Aid Society of Orange County
Program Name Expungement Services
Expenditures
Category
Expenses Funded
by Santa Ana
CDBG
Expenses Funded
by Other Sources
Legal Services Coporation
Total Program
Budget
Total
Organizational
Budget
Administrative Staff Salaries &
Benefits
$
State Bar of CA IQLTA & EA
$�
$
-
$
1,014,237
Program Staff Salaries &
Benefits
$
38,973
$
15,847
$
54,820
$
5,183,318
Contractual/Professional
Services
$
-
$
Is
Total Funds for the Program
$
8,177,301
Non Personnel
$
$
14,720
$
14,720
$
1,979,746
Total Direct Costs
$
38,973
$
30,567
$
69,540
$
8,177 301
TOTAL DIRECT COSTS
$
38,973
$
30,567
$
69,540
$
8,177,301
10% RATE
$
3,897
$
3,057
$
6,954
Total
$
42,870
$
33,624
$
76,494
$
8177,301
Indirect cost rate. 10% Non -Federal entity without federaly recognized
negotiated indirect cost rate, will charge a de
minimis rate of 10% of modified total direct costs
LIST ALL OTHER PROGRAM FUNDS THAT HAVE BEEN SECURED FOR 17-18
(Total Funds for Program must equal Total Program Budget above)
Source Amount
Santa Ana CDBG
$
42,870
Legal Services Coporation
$
4,028,537
q�
Older American Act
$257,198
State Bar of CA IQLTA & EA
$�
_ 1,280 043
Local Grants
$
1,252,595
Foundations Grants
$
272,693
Other
$
1,043,365
Total Funds for the Program
$
8,177,301
Exhibit B
Page 1 of 1
Program Year 2017.18
CDBG Funded Personnel
Name of Organization: Legal Aid Society of Orange County
Name of Program Expungement Services
NOTE: Reimbursement will be based off of actual service and documented expenditures.
PROGRAM STAFF
Position Title
Annual Contract Amount Total Compensation CDBG Funds Requested
Annual Salary
$
Annual Benefits
Total Compensation
CDBG Funds Requested
for this position
Director of Litigation
$
111,530
$
32,901
$ 144,431
$ -
Attorney
$
49,067
$
9,813
$ 58,880
$ 11,800
Attorney
$
49,067
$
9,813
$ 58,880
$ 11,800
Paralegal
$
35,326
$
10,421
$ 45,747
$ 15,373
$
Is
Is
Is
$
Total Amount Requested
$ 38,973
Must equal amount indicated on Exhibit B
CONTRACTUAL/PROFESSIONAL SERVICES
Type of Service
Annual Contract Amount Total Compensation CDBG Funds Requested
Attorney
$
Attorney
$
Paralegal
$
Total Amount Requested $
Budget Narrative
Budget Narrative- Describe line items listed in the budget.
Item: Description
Must equal amount indicated on Exhibit B
Director of Litigation
The Director of Litigation will oversee the projects, prepare reports and assist clients.
Attorney
The staff attorney will handle expungement cases including legal representation, where appropriate,
for eligible clients,
Attorney
The staff attorney will handle expungement cases including legal representation, where appropriate,
for eligible clients.
Paralegal
Under attorney supervision, the paralegal will assist with preparing pleadings and other documentsfor
clients
Exhibit B-1
Page I of t
Certification Regarding
Debarment, Suspension, Ineligibility and Voluntary Exclusion
Lower Tier Covered Transactions
This certification is required by the regulations implementing Executive Order 12549, Debarment and
Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published
as Part VII of the May 26,1988 Federal Register (pages 19160-19211).
(BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION -
Attached)
(I) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that
neither it nor its principals are presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from participation in this transaction by any federal department or
agency.
(2) Where the prospective recipient of federal assistance funds is unable to certify to any of the
statements in this certification, such prospective participant shall attach an explanation to this
proposal.
Kate Marr, Executive Director
EXHIBIT C
Page 1 of 2
INSTRUCTIONS FOR CERTIFICATION
1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is
providing the certification as set out below.
2. The certification in this clause is a material representation of fact upon which reliance was placed
when this transaction was entered into. If it is later determined that the prospective recipient of
federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies
available to the Federal Government, the Department of Labor (DOL) may pursue available
remedies, including suspension and/or debarment.
3. The prospective recipient of federal assistance funds shall provide immediate written notice to the
person to which this proposal is submitted if at any time the prospective recipient of federal
assistance funds learns that its certification was erroneous when submitted or has become erroneous
by reason of changed circumstances.
4. The terms 'covered transaction," "debarred," "suspended," "ineligible," 'lower tier covered
transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and
"voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and
Coverage sections of rules implementing Executive Order 12544. You may contact the person to
which this proposal is submitted for assistance in obtaining a copy of those regulations.
The prospective recipient of federal assistance funds agrees by submitting this proposal that, should
the proposed covered transaction be entered into, it shall 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, unless authorized by the DOL.
b. The prospective recipient of federal assistance funds further agrees by submitting this proposal that
it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and
voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier
covered' transactions and in all solicitations for lower tier covered transactions.
A participant in a covered transaction may rely upon a certification of a prospective participant in a
lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded
from the covered transaction, unless it knows that the certification is erroneous. A participant may
decide the method and frequency by which it determines the eligibility of its principals. Each
participant may, but is not required to check the List of Parties Excluded from Procurement or Non -
Procurement Programs.
A. Nothing contained in the foregoing shall be construed to require establishment of a system of
records in order to render in good faith the certification required by this clause. The knowledge and
information of a participant is not required to exceed that which is normally possessed by a prudent
person in the ordinary course of business dealings.
9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a
covered transaction knowingly enters into a lower tier covered transaction with a person who is
suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in
addition to other remedies available to the Federal Government, the DOL may pursue available
remedies, including suspension and/or debarment.
EXHIBIT C
Page 2 of 2
Certification Regarding Lobbying
Certification for Contracts, Grants, Loans, and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, 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 cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal contact, grant, loan or cooperative
agreement.
(2) 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
Member of Congress in connection with this Federal contract, grant, loan, or cooperative
agreement, the undersigned shall complete and submit Standard Farm -LLL, "Disclosure
Form to Report Lobbying," in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included in the
award documents for all subawards at all tiers (including subcontract, subgrants, and
contracts under grants, loans, and cooperative agreements) and that all subrecipients shall
certify and disclose accordingly.
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 malting or entering into this transaction imposed by Section 1352, Title
31, U. S, Code. 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.
Legal Aid Society of Orange County
Grantee/Contactor Organization
Kate Marr, Executive Director
Program Title
Name of Certifying Officer 1 —Signature Date
EXHIBIT D
Page I of 2
SUBRECIPIENT warrants the following:
1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights
Act of 1964 (42 U. S. C. section 2000 or seq.) and implementing regulation in 24 CFR
Part 1.
2. No person in the United States shall on the ground of race, color, religion, national
origin, or sex, be excluded from participation in, or be denied the benefits of, or be
subjected to discrimination under any program or activity funded in whole or in part with
community development funds made available pursuant to the ACT,
3. All laborers and mechanics, employed by contractors or subcontractors in the
performance of construction work financed in whole or in part with community
development funds shall be paid wages at rates not less than those prevailing on similar
construction in the locality as determined in accordance with the Davis -Bacon Act, as
amended, 40 U. S. C. Sections 276 a I-5, except for individuals who perform services for
which they volunteered; do not receive compensation for such services; or are paid
expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise
employed at any time in construction work.
4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded
with community development funds, except that (a) SUBRECIPIENT does not assume
CITY'S environmental responsibilities described at 24 CFR 570.604; and (b)
SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process
under Executive Order 12372.
EXHIBIT D
Page 2 of 2
The certification set out below is a material representation upon which reliance is placed
by the U.S. Department of Housing and Urban Development in awarding the grant. If it
is later determined that the contractor knowingly rendered a false certification, or
otherwise violates the requirements of the Drug -Free Workplace Act, the U.S.
Department of Housing and Urban Development, in addition to any other remedies
available to the Federal Government, may take action authorized under the Drug -Free
Workplace Act.
CERTIFICATION
A. The contractor certifies that it will provide a drug-free workplace by:
(a) Publishing a statement notifying employees that the unlawful manufacture,
distribution, dispensing, possession or use of a controlled substance is
prohibited in the contractor's workplace and specifying the actions that will
be taken against employees for violation of such prohibition;
(b) Establishing a drug-free awareness program to inform employees about—
(1) The dangers of drug abuse in the workplace;
(2) The contractor's policy of maintaining a drug-free workplace;
(3) Any available drug counseling, rehabilitation, and employee
assistance program; and
(4) The penalties that may be imposed upon employees for drug abuse
violations occurring in the workplace;
(c) Making it a requirement that each employee who will be engaged in the
performance of the grant be given a copy of the statement required by
paragraph (a);
(d) Notifying the employee in the statement required by paragraph -(a) that,
as a condition of employment under the contract, the employee will -
(1) Abide by the terms of the statement; and
(2) Notify the employer of any criminal drug statute conviction for a
violation occurring in the workplace no later than five days after
such conviction,
(e) Notifying the U.S, Department of Housing and Urban Development within
ten days after receiving notice under subparagraph (d)(2) from an
employee or otherwise receiving actual notice of such conviction;
EXHIBIT E
Page 1 of 3
(f) Taking one of the following actions, within 30 days of receiving notice
under subparagraph (d)(2), with respect to any employee who is so
convicted -
( 1) Taking appropriate personnel action against such an employee, up
to and including termination; or
(2) Requiring such employee to participate satisfactorily in a drug
abuse assistance or rehabilitation program approved for such
purposes by a Federal, State, or local health, law enforcement, or
other appropriate agency;
(g) Making a good faith effort to continue to maintain a drug-free workplace
through implementation of paragraphs (a), (b), (c), (d), (e) and (f).
B. The contractor shall insert in the space provided on the attached "Place of
Performance" form the site(s) for the performance of work to be carried out with
the grant funds (including street address, city, county, state, and zip code) .the
contractor further certifies that, if it is subsequently determined that additional
sites will be used for the performance of work under the contract, it shall notify
the U.S. Department of Housing and Urban Development immediately upon the
decision to use such additional sites by submitting a revised "Place of
Performance" form.
Legal Aid Society of Orange County
f/rte tv [ld(I
Signature Date
EXHIBIT E
Page 2 of 3
PLACE OF PERFORMANCE
i. :4 A
U WWI Wi
i er
Name: Leaal Aid Societv of Orange Countv
Date: October 26 2017
The Contractor shall insert in the space provided below the site(s) expected to be used
for the performance of work under the contract covered by the certification:
Place of Performance (include street address, city, county, state, zip code for each site):
Legal Aid Society of Orange County
2101 N. Tustin Ave., Santa Ana, Orange County, 92705
Santa Ana High School
520 W. Walnut Street, Santa Ana, Orange County, 92701
Century High School
1401 S. Grand Avenue, Santa Ana, Orange County, 92705
Santa Ana College
1530 W. 17" Street. Santa Ana, Orange County, 92706
Civic Center Plaza
20 Civic Center Plaza, Santa Ana, Orange County, 92701
Courtyard Transitional Center
400 W. Santa Ana Boulevard, Santa Ana, Orange County, 92701
Orange County Department of Child Support Services
1055 N. Main Street, Santa Ana, Orange County, 92701
EXHIBIT E
Page 3 of 3
r
LEGAL -3 OR ME US
CERTIFICATE OF LIABILITY INSURANCE DArE(MM,DDNYYY)
IN,`" 09!1912017
THIS CERTIFICATE 1S ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL. INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVEb, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsementis).
INSURED
Mesa Insurance Services
Hview Parkway #401
CA 92071
2101 North Tustin Avenue INSURER C.
Santa Ana, CA 92706 =INSURER
COVERAGE
rnvFRAr PA CERTIFICATE_ NUMBER: 1 REVISION NUMBER -
6605
THIS IS To CER1"IFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,
THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE
TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INsft' DOL U
POLOYEFP POLICY EXP
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1,000,000
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2,000,000
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1,000,00
DEsORIP PON OF OPERATIONS I LOCATIONS I VEHICLES (ACORO 101, Addltiomi Remarks Schedule, maybe attached It more space is required(
RE: OPERATIONS OF THE NAMED INSURED AS CERTIFICATE HOLDERS INTEREST MAY
(1
APPEAR SUBJECT TO POLICY TERMS, CONDITIONS AND EXCLUSIONS. CERTIFICATE f{r`
HOLDER IS INCLUDED AS ADDITIONAL INSURED
PER FORM MGL 1242 03 14 ATTACHED.
cERTIPICATP 4101_DER CANCELLATION
SANTAA2
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE, POLICY PROVISIONS.
CITY OF SANTA ANA
ITS OFFICERS, AGENTS, AND
AUTHORIZED REPRESENTATIVE
EMPLOYEES AND VOLUNTEERS
20 CIVIC CENTER PLAZA
(SANTA ANA, CA 92701
O 1988-2014 ACORD CORPORATION. All rights reserved.
ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD
Policy# 8502SS397248-4
COMMERCIAL GENERAL LIABILITY
MARKED Markel Insurance Company
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
COMMERCIAL GENERAL LIABILITY PLUS ENHANCEMENT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE FORM
The following coverages and extensions are added to this policy as detailed below, As respects any coverage provided
by this endorsement, if higher limits are provided on any other schedule, declarations or endorsement attached to this
policy, then the limits and coverage provided by this endorsement would not apply for that coverage.
SCHEDULE
Limited Product Withdrawal Expense $10,000 All Product Withdrawal Expenses
Extended Property Damage - Expected Or Intended Included
Injury
Non -Owned Watercraft
Non -Owned Aircraft
Property Damage To Borrowed Equipment
Property Damage To Customers' Goods
Damage To Premises Rented To You
Property Damage From Elevator Use
Personal And Advertising Injury From Televised Or
Videotaped Material
Supplementary Payments
Bail Bonds
Loss Of Earnings
Medical Personnel
Broadened Definition Of Insured
Automatic Additional Insureds
When Required By Contract Or Agreement
Managers Or Lessors Of Premises
Mortgagees, Assignees Or Receivers
Vendors
Medical Payments
Each Location And Each Project Aggregates
Duties In The Event Of Occurrence, Offense, Claim
Or Suit
Unintentional Failure To Disclose All Hazards
Waiver Of Transfer Of Rights Of Recovery Against
Others To Us
Liberalization
Mental Anguish Resulting From Bodily Injury
Broadened Definition Of Mobile Equipment
Increased To 51 Feet Long
If Rented Or Loaned With A Paid Crew
$10,000 Each Occurrence
$10,000 Each Occurrence
Equal To The General Liability Each Occurrence Limit
Included
Included
Up To $5,000
Up To $500 A Day
$100,000 Any One Person
Included
Included
Included
Included
Included
$10,000 Any One Person (Unless Excluded)
Equal To The General Aggregate Limit
Included
Included
Included
Included
Included
Included
MGL 1242 03 14 Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 12
with its permission.
2. Paragraphs d. and e. of the definition of "personal and advertising injury" are replaced by the following:
d. Oral, written or professionally produced televised or videotaped publication, in any manner, of material that
slanders or libels a person or organization, or disparages a person's or organization's goods, products or
services;
e. Oral, written or professionally produced televised or videotaped publication, in any manner, of material that
violates a person's right to privacy;
I. SUPPLEMENTARY PAYMENTS - BAIL BONDS AND LOSS OF EARNINGS
Paragraphs 1.b. and 1.d. under Section I - Coverages, Supplementary Payments - Coverages A And B are re-
placed by the following:
b. Up to the amount shown in the Schedule of this endorsement for cost of bail bonds required because of ac-
cidents or traffic law violations arising out of the use of any vehicle to which Bodily Injury Liability Coverage ap-
plies. We do not have to furnish these bonds;
d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of
the claim or "suit", including actual loss of earnings up to the amount shown in the Schedule of this endorse-
ment because of time off from work;
J. MEDICAL PERSONNEL
The following applies only if no other similar coverage is included on or added to the policy to which this endorse-
ment is attached:
1. Paragraph 2.a.(1)(d) under Section II - Who Is An Insured does not apply to any registered nurse, licensed
practical nurse, certified emergency medical technician or certified paramedic who is employed by you to pro-
vide professional health care services, but only while acting within the scope and course of their duties as such.
2. The following is added to Section III - Limits Of Insurance:
Subject to the General Aggregate limit, the most we will pay under Medical Personnel Coverage is the amount
shown in the Schedule of this endorsement for all loss sustained by any one person from professional health
services.
K. BROADENED DEFINITION OF INSURED
Section II - Who Is An Insured is amended as follows:
1. The following is added to Paragraph 2.a.:
Paragraph (1) does not apply to managers at the supervisory level or above.
2. Paragraph 2. is amended to include the following as insureds:
Any legally incorporated entity of which you own at least 51% of the voting stock on the inception date of this
Coverage Form and on the date of any covered "occurrence", claim or "suit".
This insurance shall not apply to any entity that is already insured under any other insurance provided by any
company or that would be an insured but for the exhaustion of its limits of insurance.
3. Paragraph 3.a. is replaced by the following:
a. Coverage for your newly acquired or formed organization shall be:
(1) Effective on the date of acquisition or formation; and
(2) Afforded until the end of the policy period of this Coverage Form,
L. AUTOMATIC ADDITIONAL INSUREDS
The following paragraphs are added to Section II - Who Is An Insured:
1. The following are also insureds under this policy, subject to the following provisions:
a. When Required By Contract Or Agreement
Any person or organization to whom you are required by written contract, agreement, permit or authoriza-
tion to provide insurance, but only if the contract, agreement, permit or authorization is in effect during the
policy period shown in the Declarations and was executed prior to the "bodily injury", "property damage" or
"personal and advertising injury". However:
MGL 1242 03 14 Includes copyrighted material of Insurance Services Office, Inc., Page 8 of 12
with its permission.
(1) The person or organization is an insured only to the extent you are held liable due to:
(a) The ownership, maintenance or use of that part of premises you own, rent, lease or occupy, sub-
ject to the following additional provisions:
(i) This insurance does not apply to any "occurrence" which takes place after you cease to be a
tenant in any premises leased to or rented to you; and
(ii) This insurance does not apply to any structural alterations, new construction or demolition op-
erations performed by or on behalf of the person or organization;
(b) Your ongoing operations for that insured, whether the work is performed by you or for you;
(c) The maintenance, operation or use by you of equipment leased to you by such person or organiza-
tion, subject to the following additional provisions:
(i) This insurance does not apply to any "occurrence" which takes place after the equipment lease
expires or you cease to lease that equipment; and
(ii) This insurance does not apply to "bodily injury" or "property damage" arising out of the sole
negligence of such person or organization;
(d) Permits or authorizations issued by any state or political subdivision with respect to operations per-
formed by you or on your behalf, subject to the following additional provision:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising in-
jury" arising out of operations performed for that state or municipality.
(2) The insurance with respect to any architect, engineer or surveyor does not apply to "bodily injury",
"property damage" or "personal and advertising injury" arising out of the rendering of or failure to ren-
der any professional services by or for you, including:
(a) The preparing, approving or failure to prepare or approve maps, drawings, opinions, reports, sur-
veys, change orders, designs or specifications; and
(b) Supervisory, inspection or engineering services.
(3) This insurance does not apply to "bodily injury" or "property damage" included within the "products -
completed operations hazard".
(4) This insurance does not apply to "bodily injury", "property, damage" or "personal and advertising injury"
arising out of the rendering of or failure to render any professional services.
(5) This insurance does not apply to any insured person or organization if the loss, cost, injury or damage
is otherwise excluded from coverage under this insurance, including any endorsements made a part of
this policy.
(6) A person's or organization's status as an insured under this endorsement ends when your operations
for that insured are completed.
(7) This insurance does not apply to any person or organization included as an insured by an endorsement
issued by us or otherwise made part of this insurance.
(8) No coverage will be provided if, in the absence of this endorsement, no liability will be imposed by law
on you. Coverage will be limited to the extent of your negligence or fault according to the applicable
principles of comparative fault.
This Additional Insured provision does not apply to managers or lessors of premises; mortgagees, assign-
ees or receivers; or vendors.
b. Managers Or Lessors Of Premises
Any person or organization who leases to you or manages property you rent or lease, but only with respect
to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in
part, by your acts or omissions or the acts or omissions of those acting on your behalf in connection with
that part of the premises leased or rented to you and shown on the Declarations.
The following additional exclusions apply to such managers or lessors of premises:
This insurance does not apply to:
MGL 1242 03 14 Includes copyrighted material of Insurance Services Office, Inc., Page 9 of 12
with its permission.
(1) Any "occurrence' which takes place after you cease to be a tenant in that premises.
(2) Structural alterations, new construction or demolition operations performed by or on behalf of the per-
son(s) or organization(s) who leases to you or manages property you rent or lease.
c. Mortgagees, Assignees Or Receivers
Any person or organization with respect to their liability as mortgagee, assignee or receiver and arising out
of the ownership, maintenance or use of premises by you. However, this insurance does not apply to
structural alterations, new construction or demolition operations performed by or for that person or organi-
zation.
d. Vendors
Any vendor with whom you have agreed in a written contract or agreement to provide insurance, but only if
the contract or agreement is in effect during the policy period shown in the Declarations and was executed
prior to the "bodily injury' or "property damage', and only with respect to "bodily injury" or "property dam-
age' arising out of "your products" which are distributed or sold in the regular course of the vendor's busi-
ness.
(1) The following additional exclusions apply to such vendors:
This insurance does not apply to:
(a) "Bodily injury" or "property damage' for which the vendor is obligated to pay damages by reason of
the assumption of liability in a contract or agreement. This exclusion does not apply to liability for
damages that the vendor would have in the absence of the contract or agreement;
(b) Any express warranty unauthorized by you;
(c) Any physical or chemical change in the product made intentionally by the vendor;
(d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing or
the substitution of parts under instructions from the manufacturer, and then repackaged in the origi-
nal container;
(e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to
make or normally undertakes to make in the usual course of business, in connection with the distri-
bution or sale of the products;
(f) Demonstration, installation, servicing or repair operations, except such operations performed at the
vendor's premises in connection with the sale of the product,
(g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a con-
tainer, part or ingredient of any other thing or substance by or for the vendor;
(h) Any failure to maintain the product in a merchantable condition; or
(i) "Bodily injury" or "property damage' arising out of the sole negligence of the vendor for its own acts
or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion
does not apply to:
(i) The exceptions contained in subparagraphs (d) or (f); or
(ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normal-
ly undertakes to make in the usual course of business, in connection with the distribution or
sale of the products.
(2) This insurance does not apply to any insured person or organization from whom you have acquired
such products, or any ingredient, part or container entering into, accompanying or containing such
products.
(3) This insurance does not apply to any vendor included as an insured by an endorsement issued by us
or otherwise made a part of this insurance.
(4) This insurance does not apply if "bodily injury" or "property damage" included in the "products -com-
pleted operations hazard" is excluded either by the provisions of this insurance or by endorsement.
MGL 1242 03 14 Includes copyrighted material of Insurance Services Office, Inc., Page 10 of 12
with its permission.
2. The insurance provided to such automatic additional insureds:
a. Only applies to the extent permitted by law; and
b. Will not be broader than that which you are required by the contract or agreement to provide for such addi-
tional insureds.
3. With respect to the insurance afforded to such automatic additional insureds, the following is added to Section
III - Limits Of Insurance:
If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on
behalf of the additional insured is the amount of insurance:
a. Required by the contract or agreement; or
b. Available under the applicable limits of insurance shown in the Declarations,
whichever is less.
The insurance afforded to the additional insured does not increase the applicable limits of insurance shown in
the Declarations.
M. MEDICAL PAYMENTS
The following applies only if Medical Payments Coverage is not excluded from the policy to which this endorsement
is attached:
Paragraph 7. under Section III - Limits Of Insurance is replaced by the following:
7. Subject to Paragraph 5. above, the Medical Expense limit is equal to the Medical Expense limit stated in the
Declarations or the amount shown in the Schedule of this endorsement, whichever is greater, and is the most
we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person.
N. EACH LOCATION AND EACH PROJECT AGGREGATES
The following is added to Section III - Limits Of Insurance:
For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under
Coverage A, and for all medical expenses caused by accidents under Coverage C, which can be attributed on-
ly to operations at a single designated covered "location" or covered construction project:
a. A separate Each Location or Each Project Aggregate limit applies to each covered "location" or covered
construction project, and that limit is equal to the General Aggregate limit shown in the Declarations.
b. The Each Location or Each Project Aggregate limit is the most we will pay for the sum of all damages un-
der Coverage A, except damages because of "bodily injury" or "property damage" included in the "prod-
ucts -completed operations hazard", and for medical expenses under Coverage C, regardless of the number
of:
(1) Insureds;
(2) Claims made or "suits" brought; or
(3) Persons or organizations making claims or bringing "suits".
c. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall re-
duce the Each Location or Each Project Aggregate limit for each covered "location" or covered project for
which payment is made. Such payments shall not reduce the General Aggregate limit shown in the Decla-
rations nor shall they reduce any other covered "location" or covered project's general aggregate.
d. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medi-
cal Expense continue to apply. However, instead of being subject to the General Aggregate limit shown in
the Declarations, such limits will be subject to the applicable Each Location or Each Project Aggregate lim-
it.
2. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under
Coverage A, and for all medical expenses caused by accidents under Coverage C, which cannot be attributed
only to ongoing operations at a covered "location" or covered project:
a. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall re-
duce the amount available under the General Aggregate limit or the Products -Completed Operations Ag-
gregate limit, whichever is applicable; and
MGL 1242 03 14 Includes copyrighted material of Insurance Services Office, Inc., Page 11 of 12
with its permission.
b, Such payments shall not reduce any Each Location or Each Project Aggregate limit.
3. When coverage for liability arising out of the "products -completed operations hazard" is provided, any pay-
ments for damages because of "bodily injury" or "property damage" included in the "products -completed opera-
tions hazard" will reduce the Products -Completed Operations Aggregate limit, and not reduce the General Ag-
gregate limit nor the Each Location or Each Project Aggregate limit.
4. If the applicable covered construction project has been abandoned, delayed, or abandoned and then restarted,
or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the
project will still be deemed to be the same construction project.
5. For the purposes of this section of this endorsement, "location" means premises involving the same or con-
necting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of
a railroad.
6. The provisions of Section III - Limits Of Insurance not otherwise modified by this endorsement shall continue to
apply as stipulated.
O. DUTIES IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT
The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit under Section IV
Commercial General Liability Conditions:
Your obligation to notify us as soon as practicable of an 'occurrence", offense, claim or "suit" is satisfied if you send
us written notice as soon as practicable after any of your "executive officers", directors, partners, insurance man-
agers or legal representatives become aware of or should have become aware of such 'occurrence", offense, claim
or "suit".
P. UNINTENTIONAL FAILURE TO DISCLOSE ALL HAZARDS
The following is added to Condition 6. Representations under Section IV - Commercial General Liability Conditions
If you unintentionally fail to disclose all hazards prior to the beginning of the policy period of the Coverage Form, we
shall not deny coverage under this Coverage Form because of such failure.
Q. WAIVER OF TRANSFER OF: RIGHTS OF RECOVERY AGAINST OTHERS TO US
The following is added to Condition 8. Transfer Of Rights Of Recovery Against Others To Us under Section IV -
Commercial General Liability Conditions:
We waive any right of recovery we may have against any person or organization because of payments we make for
injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or or-
ganization and included in the "products -completed operations hazard". This waiver applies only to the person or
organization with whom you have agreed in a written contract prior to an "occurrence" to waive such rights.
R. LIBERALIZATION
The following is added to Section IV - Commercial General Liability Conditions:
Liberalization Clause
If we adopt any revision that would broaden coverage under this Coverage Form without additional premium, the
broadened coverage will immediately apply to this Coverage Form as of the day the revision is effective in your
state.
S. MENTAL ANGUISH RESULTING FROM BODILY INJURY
Definition 3. "bodily injury" is replaced by the following:
3. "Bodily injury" means:
a. Bodily injury, sickness or disease sustained by a person, including mental anguish or emotional distress re-
sulting from any of these; and
b. Death resulting from bodily injury, sickness or disease.
T. BROADENED DEFINITION OF MOBILE EQUIPMENT
The following is added to Paragraph f.(1) of Definition 12, "mobile equipment':
This shall not apply to self-propelled vehicles of less than 1,000 pounds gross vehicle weight.
All other terms and conditions remain unchanged.
MGL 1242 03 14 Includes copyrighted material of Insurance Services Office, Inc., Page 12 of 12
with its permission.