HomeMy WebLinkAbout2002-032 Cuesta College CDBG *MOW Nowot 1_C1_TY CF ATASCADERO
CONTRACT# -}200-1-037-
AGREEMENT FOR GRANT OF CDBG FUNDS
TO THE CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
THIS AGREEMENT is made and entered into this L6�' `d_ay of f J;2002, by
and between CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER, a
California nonprofit corporation (hereinafter referred to as "CUESTA COLLEGE
SMALL BUSINESS DEVELOPMENT CENTER", and the CITY OF ATASCADERO,
a political subdivision of the State of California(hereinafter referred to as "the City").
WITNESSETH:
WHEREAS, CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER provides business consulting services; and
WHEREAS, CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER requested funding in the amount of $3,000 through the Community
Development block Grant (CDBG) Program to provide business consulting services for
existing and start-up businesses for low to middle income residents and business owners
in San Luis Obispo County; and
WHEREAS, the San Luis Obispo County Board of Supervisors approved the
County of San Luis Obispo Consolidated Plan and projected use of funds pursuant to
applicable federal regulations (24 CFR Part 570), hereinafter referred to as the "2002
Consolidated Plan," providing for $3,000 from the 2002 CDBG Program to enable
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER to carry out the
project; and
WHEREAS, HUD approved the 2002 one year action plan of the consolidated
Plan by executing a grant agreement; and
2002 CDBG—CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 1
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WHEREAS, CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER is an eligible entity (a nonprofit 501(C)(3) corporation) to act as designated
project sponsor and, as such, CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER will carry out the Project; and
NOW, in consideration of the mutual promises, recitals and other provisions
hereof, the parties agree as follows:
1. Scope of Activities
All funds received will be awarded within 18 months of the approval of this
Agreement by the CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER.
2. Reporting
(a) CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
shall submit quarterly progress reports to the City Administrative Services
Department describing the progress made toward accomplishing the
above-listed activities. CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER agrees to submit to the City Administrative
Services Department a final report within 60 days of completing the
Project, describing which of the Project objectives and activities CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER has
accomplished, with sufficient detail to enable the City to properly evaluate
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
performance in completing the objectives and activities of the Project.
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 2
(b) CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
shall submit quarterly reports, using the form provided in this contract,
relative to the Characteristics of persons benefiting from these funds as
required under HUD regulations
(c) The City shall prepare and submit all CDBG reports required under its
Grant Agreement with HUD.
3. City esponsibilities
City shall be responsible for fulfilling responsibilities of the Grantee pursuant to
the Grant Agreement.
4. Relationship to Grant Agreement
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
acknowledges and agrees that this Agreement is subject to the obligations and limitations
imposed on the City by the Grant Agreement and all future amendments to Grant
Agreement and is intended to be in conformance and harmony with it. CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER further acknowledges that
if the Grant Agreement is terminated by the United States Government, prior to its
implementation by appropriation and/or funding, the City shall have the right to terminate
or amend this Agreement by giving written notice of the termination or amendment of
this Agreement to CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER. CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
hereby expressly agrees to the provisions of the Grant Agreement and further expressly
agrees that nothing in this Agreement shall be deemed to require the City to perform an
obligation in conflict with the Grant agreement. CUESTA COLLEGE SMALL
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 3
BUSINESS DEVELOPMENT CENTER further agrees that the city's rights to enter into
amendments to the Grant Agreement is not, and shall not be restricted or impaired, in any
way,by this Agreement.
5. Compensation
Subject to the terms and conditions of this Agreement (including the availability
of CDBG funds to the City), City shall provide to CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER the amount of $3,000 to enable CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER carry out the Project. In
no instance shall the City be liable for any costs of the Project in excess of$3,000,nor for
any unauthorized or ineligible costs. CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER shall not obligate or expend any part of the $3,000 for
purposes other than providing youth scholarships.
(c) If the Project is not successfully completed, the $3,000 will be returned to
the City Administrative Services Director.
6. Term of Agreement
The term of this Agreement shall commence on the date first above written and
shall terminate 20 years from the date, unless sooner terminated as hereinafter provided.
7. Termination of Agreement for Cause
If City determines that CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER has incurred obligations or made expenditures for purposes
which are not permitted or are prohibited under the terms and provisions of this
Agreement, or if City determines that CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER has failed to fulfill its obligations under this Agreement in a
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 4
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timely and professional manner, or if CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER is in violation of any of the terms or provisions of this
Agreement, or if City is given notice by HUD or the County that HUD or the County is
terminating its Grant Agreement with the City, or if CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER makes a general assignment for the benefit of
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER creditors, or if a
receiver should be appointed in the event of CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER insolvency, then City shall have the right to terminate this
Agreement effective immediately upon giving written notice thereof to CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER. Termination shall have
no effect upon the rights and obligations of the parties arising out of any transaction
occurring prior to effective date of such termination. If City's termination of CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER Agreement for cause is
defective for any reason, including but not limited to City's reliance on erroneous facts
concerning CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
performance, or any defect in the notice thereof, City's maximum liability shall not
exceed the amount payable to CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER under paragraph five (5) of this Agreement.
8. Termination for Convenience
Either party may terminate this Agreement at any time by giving the other party 30 days
written notice of such termination. Termination shall have no effect upon the rights and
obligations of the parties arising out of any transaction occurring prior to the effective
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 5
date of such termination. Contractor shall be paid for all work satisfactorily completed
prior to the effective date of said termination.
9. Sources and Availability of Funds
It is understood by the parties thereto that the funds being used for the purpose of
this Agreement are funds furnished to City through HUD pursuant to the provisions of
the Act. Notwithstanding any other provision of this Agreement, the liability of City
shall be limited to CDBG funds available for the project. CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER understands that City must wait for release of
funds from HUD before grant funds may be advanced or reimbursed. City shall incur no
liability to CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER, its
officers, agents, employees, suppliers, or contractors for any delay in making any such
payments.
10. Reimbursement of Improper Expenditures
If any time within applicable statutory periods of limitation it is determined by
City or by HUD or its duly authorized representatives, or by the United States Secretary
of Treasury or his duly authorized representatives that funds provided for under the terms
of this Agreement have been used by or on behalf of CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER in a manner or for purposes not authorized or
prohibited by said Act or regulations adopted pursuant thereto CUESTA COLLEGE
SMALL BUSINESS DEVELOPMENT CENTER shall, at City's request, pay to City an
amount equal to one hundred percent of the amount improperly expended.
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 6
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11. Employment Status
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER shall,
during the entire term of this Agreement, be construed as a contractor, and nothing in this
Agreement is intended nor shall be construed to create an employer-employee
relationship or a joint venture relationship. Neither CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER nor any of CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER agents, employees, or contractors are or shall be
considered to be agents or employees of the City or HUD in connection with the
performance of CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
obligations under this Agreement.
12. Records
(a) All records, accounts, documentation and all other materials relevant to a
fiscal audit or examination, as specified by HUD, shall be retained by CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER for a period of not less
than three (3) years from the date of termination of this Agreement.
(b) If so directed by the City or HUD upon termination of this Agreement
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER shall cause all
records, accounts, documentation and all other materials relevant to the work to be
delivered to the City or HUD as depository.
(c) CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
understands that CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
shall be subject to the examination and audit of the City Administrative Services Director
for a period of three (3) years after the final payment under this Agreement.
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 7
13. Audit
(a) All records, accounts, documentation and other materials deemed to be
relevant to the work by the City or HUD shall be accessible at any time to the authorized
representatives of the county, state or federal government, on reasonable prior notice, for
the purpose of examination or audit.
(b) An expenditure which is not authorized by this Agreement or which
cannot be adequately documented shall be disallowed and must be reimbursed to the City
or its designee by CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER. Expenditures for work not described in paragraph one (1) of this Agreement
shall be deemed authorized if the performance of such work is approved in writing by the
City or HUD prior to the commencement of such work.
(c) Absent fraud or mistake on the part of the City or HUD, the determination
by the City and HUD of allowability of any expenditure shall be final.
14. Entire Agreement and Modifications
This Agreement sets for the full and entire understanding of the parties regarding
the matter set forth herein, and any other prior to existing understandings or Agreements
by the parties, whether formal or informal, regarding any matters are hereby superseded
or terminated in their entirety. No changes, amendments, or alterations shall be effective
unless in writing and signed by all parties hereto. CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER specifically acknowledges that in entering into
and executing this Agreement, CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER relies solely upon the provisions contained in this
Agreement and no others.
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 8
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15. Funding for Additional Services
Funding for any programs, projects, or services beyond the term of this
Agreement, by any new agreement or amendment or extension of this Agreement, have
not been authorized and will depend upon City's determination of satisfactory
performance of this Agreement by CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER and upon the availability to City of additional grant funds
allocated for such purposes. Neither City nor any employee of City has made any
promise or commitment, express or implied, that any additional funds will be paid or
made available to CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER for the purpose of this Agreement over and above the funds expressly allocated
under the terms of this Agreement.
16. Compliance with City County and State Laws and Regulations
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER agrees to
comply with all City, County and State laws and regulations that pertain to construction,
health and safety, labor, fair employment practices, equal opportunity and all other
matters applicable to CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER, its subcontractors, and the work.
17. Compliance with Federal Laws and Regulations
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER agrees to
comply with all federal laws and regulations applicable to the CDBG program and to the
work.
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 9
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18. No Assignment Without Consent
Inasmuch as this Agreement is intended to secure the specialized services of
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER, and CUESTA
COLLEGE SMALL BUSINESS DEVELOPMENT CENTER shall not have the right to
assign or transfer this Agreement, or any part hereof or monies payable hereunder,
without the prior written consent of City, and any such assignment or transfer without the
City's prior written consent shall be considered null and void.
19. Law Governing and Venue
This Agreement has been executed and delivered in the State of California, and
the validity, enforceability and interpretation of any of the clauses of this Agreement shall
be determined and governed by the law of the State of California. All duties and
obligations of the parties created hereunder are performable in San Luis Obispo County,
and such County shall be that venue for any action, or proceeding that may be brought, or
arise out of, in connection with or by reason of this Agreement.
20. Enforceability
If any terms, covenant, condition or provision of this Agreement is held by a court
of competent jurisdiction to be invalid, void or unenforceable, the remainder of the
provisions hereof shall remain in full force and effect and shall in no way be affected,
impaired or invalidated thereby.
21. Binding on Successors in Interest
All provisions of this Agreement shall be binding on the parties and their heirs,
assigns and successors in interest.
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 10
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22. Effect of Waiver
City's waiver or breach of any one terms, covenant or other provision of this
Agreement shall be not a waiver of a subsequent breach of the same term, covenant or
provision of this Agreement or of the breach of any other term, covenant or provision of
this Agreement.
23. Patents &Royalties
(a) CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
shall provide and pay for all licenses and royalties necessary for the legal use and
operation of any of the equipment or specialties used in the Project. Certificates showing
the payment of any such licenses or royalties, and permits for the use of any patented or
copyrighted devices shall be secured and paid for by CUESTA COLLEGE SMALL
BUSINESS DEVELOPMENT CENTER and delivered to the City upon completion of
the Project, if required.
(b) CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
shall assume all costs arising from the use of patented materials, equipment, devices, or
processes used in or incorporated in the Project and agrees to indemnify and hold
harmless the City and its duly authorized representatives, from all suits of law, or actions
of every nature for or on account of the use of any patented materials, equipment,
devices, or processes.
24. Notices
Unless otherwise provided, all notices herein required shall be in writing, and
delivered in person or sent by United States first class mail, postage prepaid. Notices
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 11
required to be given to City shall be addressed as follows: Administrative Services
Director, City of Atascadero, 6500 Palma Avenue, Atascadero, CA 93422. Notices
required to be given to CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT
CENTER shall be addressed as follows: CUESTA COLLEGE SMALL BUSINESS
DEVELOPMENT CENTER, Attention: Ed Maduli, Vice President of Administrative
Services, P.O. Box 8106, San Luis Obispo, CA 93403.
Provided that any party may change such address by noticing in writing to the
other parties and thereafter,notices shall be transmitted to the new address.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first above written.
CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER
Ed Maduli
CITY OF ATASCADERO
C •
WADE G. McKINNEY
City Manager
APPROVED AS TO FORM AND LEGAL EFFECT:
T
R ANLEY
City orney
2002 CDBG-CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 12
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Agency Name:
Program Name:
Quarterly/Year-End Report This Quarter Year to-date Total
Charncteris#ics"of persons;benefiting:
White,non-Hispanic
Black,non-Hispanic
Hispanic
Asian/Pacific Islander
American Indian/Alaskan Native
Income less than 30%of median
Income 31%to 50%of median
Income 51%to 80%of median
Male
Female
Developmentally disabled
Physically disabled
Age 18 or less
Caber funds, Amount
Cash Match
1.
2.
Federal Government
1.
2.
State
1.
2.
Local
1.
2.
Private Sources:
1.
2.
3.
4.
2002 CDBG—CUESTA COLLEGE SMALL BUSINESS DEVELOPMENT CENTER 13
NOV. 6.3002 12:33PM CUESTA COLL PRES OFF NO.153 P.1i3
';:
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Statewide Association of Community Colleges
MEMORANDUM # SWC 00901-8
MEMORANDUM OF COVERAGE DECLARATIONS
L COVERED PARTYNAME AND ADDRESS:
Bay Area Community College Districts JPA _
SmWis Obispo.CountyCommuruty .oUgee J lstnct _
P.O.Box 8106
Sass Luis Obispo,CA 93403-8106
II. MEMORANDUM PERIOD: 12:01 A.M. Jay 1.2002 to JUIy 1 2003
�---� III. COVERAGE A LIABILITY Per Ora=nec, $ 5.000.000
(Except as Fdluws)
A. Employee Benefit Frograme $ 50.000 per occ.
B. Legal Epeuse for Breach $ 50,000 per occ.
Of Contract,Except Employment Contracts
C, Asbestos Claims: including Legal $--.350.000 per ora:
Expense,Indemnification or Both
IV. GOVERAGE B PROPer Occurrence, $1b0.00D.00D
(Except as FORQWs)
A. During Construction or InsmHation $ 10,000:000 per occ.
B. Sp,tinlrlet Lealcage Damage caused by Earthquake $ 10.000.000 per occ.
Posit/it°Fax Nona 7671 Qom�� G Pageer
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Phohe It Phone#
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NOV. 6.2002 12:33PM CUESTA COLL PRES OFF NO.153 P.2/3
1
C. Equipment Breakdown,Excluding Electronic Data S 25,000,000 per occ.
Processing Equipment(Except As Follows)
1.Extra Expense Limit $ 250.000 pet occ.
2,Hazardoujs Substanoe Limit $----LO 0,000 per occ.
1). Eleettonic Data Processing Equipment $ In, cluded per occ.
k:. 1%Jewly Acquired Property $ 5.000.000 any one
Location
F, Personal Prop"of Otbers{Except as Follows) $ 1�_.per ocy._
1. Any One item on Loans or Eshibltion $ 25.000 per occ.
2. Any One Elected or Appointed Official or Fmployce $ 1.000 per occ.
3, Any One Student $ 500 per occ,
G. Property in Transit $ i.00o, LG per occ.
H. Rental Value Including Rental Payments and $JALQ O.,.OdO per occ.
Loss of use
I. Transmission or Distribution Linea $ 5,000,0000 per o0c.
J. Back Up of Seweza or Drains $jQ4Q0&L0 per aa.
M Valuable Papers or Records $10,000.000 per occ.
L. Loas of Revenues/Extra Expense 25.000.(10[1 per occ.
V. Ct] MRAGE C CRIMI $ * per occ.
(Coverage C Crime is Replaced by the Attached Dartford Crime Policy No.72BPEAY5330)
SWACC H
Keenan&Amdarea 200212003
Lles.m Nn 0451271
NOV. 6.2002 12:24PM CUESTA COLL PRES OFF NO.153 P.3i3
*MOO'
VI. Ct7VER,A►G +D DEQ COM FOR IIwUMMM
RELIED OR NON MONETARY RECOUME ACTIONS $ 100,000 per om
VII. COVEREIIPARTY RETAINED LIMA
A. Coverage A Liability(Except as follows) $ 100.000 per occ.
1.Legal Expense for Breach of Contract $ 10,000 per occ.
2.Professional Liability $ 5,000 pct occ.
B_ Coverage B ftopertg(Except as Follows) $ 2 0,[ 0 per oce
1. Equipment Breakdown $ 1,000 per occ.
2. Ekc-txonic Data Processing Equipmenr $ 2,Q000 per ote.
C. Coverage C Crime $ 500 per occ.
D. Coverage D Defense Costs for Injunctive Relief $ Nil per occ.
VIII. NAMED COVERED PARTY ES'T'IMATED
CONTR><BtMON FOR THE MEMORANDUM PERIOD $ 198,190 _
THIS MEMORANDUM OF COVERAGE DECLARATIONS IS ATrA.C1-MD AND MADE
AN INTEGRAL PART OF THE MEMORANDUM OF COVERAGE.
FOR STATEWIAE ASSOCIATION OF COMMUNITY
COLLEGPIS JOINT POWERS AUTHORITY
BY
07/01/02
KFXzNAN AND ASSOCIA'T'ES,JPA MANAGER Issue]date
` SVIAM H)
Keenan&Associates 2002/2003
License No.0451271