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HomeMy WebLinkAboutCareer Nexus MOU For Srvcs Provided For The One Fresno Youth Workforce Development Program - 2-17-22 VVVUJIyII GIIVCIVFIC IV. 1 Uf VMO'# ,)-(1*t MEMORANDUM OF UNDERSTANDING FOR SERVICES PROVIDED FOR THE ONE FRESNO YOUTH WORKFORCE DEVELOPMENT PROGRAM This Memorandum of Understanding (MOU) is made and entered into effective the 2nd day of March 2022, by and between the CITY OF FRESNO, a California municipal corporation (City) and CAREER NEXUS to establish a framework for the City to provide assessments, training, recruitment, and referrals for the One Fresno Workforce Development Program (Program). RECITALS WHEREAS, the City has secured grant funding for $7.4 million for the newly created One Fresno Youth Workforce Development Grant Program, which includes assessments, training, placement, wrap-around services and employment for youth ages 16-30 years old; and WHEREAS, the funding for the Project is provided by CaliforniaVolunteers and the State of California; and WHEREAS, the City will partner with Community Based Organizations (CBOs) to provide wrap-around services for participants (Fellows) that are a part of this program. Services may include childcare, transportation, food, and other essentials identified to remove barriers for employment for Fellows participating in the program; and WHEREAS, the City will also partner with other organizations to further train Fellows for this program in order to ensure that Fellows are well equipped for employment with the City of Fresno; and WHEREAS, the City will then hire Fellows for employment within City departments providing them a living wage and work experience for future permanent employment; and WHEREAS, Career Nexus will recruit, assess, train and refer future Fellows to the Program. NOW, THEREFORE, in consideration of the above recitals, which recitals are contractual in nature, the mutual covenants herein contained, and such other and further consideration as is hereby acknowledged, the parties agree as follows: 1. PARTICIPATING AGENCIES AND DESIGNATED CONTACT PERSONS City Representative: Marissa Gonzales Director 2600 Fresno Street Fresno, CA 93721 559.621.6964 Marissa.Gonzales@fresno.gov 1 UUUUJIIY.I I CI IVCIUPU IU. IV/UMW'} Career Nexus Representative: Kurt Madden Chief Executive Officer 700 Van Ness, Suite 116 Fresno, CA 93721 559.272.3880 Kurt.madden@careernexus.org 2. ROLES,_CONTRIBUTIONS, AND RESPONSIBILITIES The City shall: a. Hire a support team to assist the Grant Administrator in carrying out the responsibilities as required under the grant program. b. Expand existing youth workforce programs to support efforts to increase youth employment at the City of Fresno. c. Subgrant parts of the funding to existing CBOs providing youth workforce development programming and services to support the grant initiative and the City's efforts, which may include wrap-around services such as food vouchers, transportation and/or childcare stipends, job readiness training, and/or case management, with the goal of removing as many barriers to employment as possible. d. Identify career pathways that Fellows can pursue while further developing their technical and soft skills. e. Identify a comprehensive citywide staffing plan based on department needs and one that will afford Fellows the opportunity to explore City departments, positions and/or career pathways in which they are interested. f. Hire, onboard and place Fellows into these positions based on job readiness, skills sets and career interest. g. Prepare department representatives to effectively supervise, utilize, and develop Fellows, while providing them with a meaningful work experience and assisting them in identifying Learning Objectives that afford them the opportunity to gain the on-the- job skills necessary to meet or get closer to meeting the minimum qualifications of a full-time, benefitted, permanent position at the City of Fresno. h. Provide all Fellows with the resources and tools needed for successfully gaining future employment at the City of Fresno or other outside organizations. i. Compile data and prepare/submit reports as required by the grant program on a quarterly and annual basis. Career Nexus shall: a. Serve as a bridge for diverse, low-income, or unemployed youth and young adults with the One Fresno Youth Workforce Development program. b. Recruit and screen candidates for paid internships through neighborhoods, community colleges and local nonprofits. c. Coordinate with City staff throughout the recruitment, assessment, and training process for each intern (Fellow). d. Provide each Fellow soft skills training in preparation for their placement for employment at the City of Fresno. 2 LJUUUOIIY.I I GI I VCIOFI ILJ. I U I U/1DI4 e. Determine each Fellow's assessment outcomes and help determine which training path is needed for further training. f. Provide and facilitate online training videos for each Fellow and provide recommendations for desired City of Fresno employment. g. Submit monthly reporting and metrics to City staff as defined in Exhibit A. 3. EFFECTIVENESS DURATION, AND TERMINATION This MOU shall be effective upon its complete execution by the parties' authorized agents and shall remain in effect for three years.. Notwithstanding the foregoing, this MOU shall automatically be suspended or terminated upon the City's written notice thereof to Career Nexus upon any of the following events: (i) Program or Grant termination or suspension, (ii) any non-appropriation or non-allocation of Grant funding required in pursuit hereof, (iii) Career Nexus's illegal or improper use of funds, (iv) Career Nexus's failure to comply with any term of this MOU, (v) Career Nexus's submittal of any substantially incorrect or incomplete itemized invoice required for reimbursement, (vi) Career Nexus's failure to comply with grant guidelines, (vii) Career Nexus's failure to comply with any applicable provisions of the Grant, or (viii) Upon the City providing 30 days written notice with or without cause stating an intention to terminate this MOU. 4. COMPLIANCE WITH GOVERNING LAW Each party shall comply with all federal, state and local laws, rules and regulations in its pursuit hereof. No party in its performance of this MOU shall employ discriminatory practices on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran, or veteran of the Vietnam era. 5. CAPACITY OF THE PARTIES Each party is acting in an independent capacity. Nothing in this MOU and nothing in the course of dealings between the parties hereunder shall be deemed to create any fiduciary relationship, trust, partnership,joint venture, agency, or employment relationship,jointly and severally. In addition, and without limitation, each party shall be solely responsible for all matters relating to payment of its employees, including, but not limited to, compliance with applicable social security withholding, workers' compensation insurance, benefits and all other regulations governing such matters. Personnel supplied by City will not for any purpose be considered employees or agents of the Career Nexus. The City assumes full responsibility for the actions of such personnel while they are performing services pursuant to this MOU, and shall be solely responsible for their supervision, daily direction and control, payment of salary (including withholding of income taxes and social security), disability benefits, and the like, as applicable. Conversely, personnel supplied by the Career Nexus will not for any purpose be considered employees or agents of the City. The Career Nexus assumes full responsibility for the actions of such personnel while they are performing services pursuant 3 L/UUUJII,II GI IVMUPt-IU. IU/U/10'1 to this MOU and shall be solely responsible for their supervision, daily direction and control, payment of salary (including withholding of income taxes and social security), disability benefits and the like, as applicable. The City and Career Nexus agree and acknowledge that their relationship is strictly and solely that of community engagement partners. The City's employees and/or agents are not entitled to any employee benefits or insurance, including without limitation any health care, worker's compensation, unemployment or disability benefits, to be provided by Career Nexus. Career Nexus agrees and acknowledges that its employees and/or agents are not entitled to any employee benefits or insurance, including without limitation any health care, worker's compensation, unemployment or disability benefits, to be provided by the City. The parties further agree and acknowledge that each party is solely responsible for determining the method and means by which it will fulfill its obligations hereunder. Each shall be solely responsible for payment of all sales, use, or other taxes assessed against or associated with the performance of each party's respective obligations or on the exercise of their rights under this MOU, including without limitation income, payroll or employment- related taxes and payments. Neither party shall engage any person or entity to serve in any capacity or incur any expense or obligation on behalf of the other without the prior written consent of both parties. 6. INDEMNIFICATION AND INSURANCE To the furthest extent allowed by law, CAREER NEXUS shall indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by CITY, CAREER NEXUS or any other person, and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees, litigation expenses and cost to enforce this agreement), arising or alleged to have arisen directly or indirectly out of performance of this Agreement. CAREER NEXUS'S obligations under the preceding sentence shall apply regardless of whether CITY or any of its officers, officials, employees, agents or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused solely by the gross negligence, or caused by the willful misconduct, of CITY or any of its officers, officials, employees, agents or volunteers. If CAREER NEXUS should subcontract all or any portion of the work to be performed under this Agreement, CAREER NEXUS shall require each subcontractor to indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms of the preceding paragraph. This section shall survive termination or expiration of this Agreement. Throughout the life of this MOU, Career Nexus shall pay for and maintain in full force and effect all policies of insurance required hereunder with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California 4 Uuuu,JIyll CIIVCIUpc;IU./yVF1M��r1..-O/YC4�iCGV-�GV V-�G/10/11V/UMW'# and rated not less than "A-VI" in Best's Insurance Rating Guide, or (ii) authorized by City's Risk Manager. The required policies of insurance as stated in Exhibit B shall maintain limits of liability of not less than those amounts stated therein. However, the insurance limits available to the City, its officers, officials, employees, agents, and volunteers as additional insureds, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the named insured. Career Nexus shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Career Nexus shall also be responsible for payment of any self-insured retentions. The above-described policies of insurance shall be endorsed to provide an unrestricted thirty calendar day written notice in favor of the City of policy cancellation of coverage, except for the Workers' Compensation policy which shall provide a ten-calendar day written notice of such cancellation of coverage. In the event any policies are due to expire during the term of this MOU, Career Nexus shall provide a new certificate evidencing renewal of such policy not less than fifteen calendar days prior to the expiration date of the expiring policy(ies). Upon issuance by the insurer, broker, or agent of a notice of cancellation in coverage, Career Nexus shall file with the City a new certificate and all applicable endorsements for such policy(ies). The General Liability and Automobile Liability insurance policies shall be written on an occurrence form and shall name City, its officers, officials, agents, employees, and volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so Career Nexus insurance shall be primary, and no contribution shall be required of City. Career Nexus shall have furnished City with the certificate(s) and applicable endorsements for ALL required insurance prior to City's execution of this MOU. Career Nexus shall furnish City with copies of the actual policies upon the request of City's Risk Manager and this requirement shall survive termination or expiration of this MOU. The fact that insurance is obtained by Career Nexus shall not be deemed to release or diminish the liability of Career Nexus or its subcontractors, including, without limitation, liability under the indemnity provisions of this MOU. The duty to indemnify City and its officials, officers, employees, agents, and authorized volunteers shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Career Nexus. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Career Nexus. If at any time during the life of the MOU or any extension, Career Nexus fails to maintain the required insurance in full force and effect, all work under this MOU shall be discontinued immediately until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City. Any failure to maintain the required insurance shall be sufficient cause for City to terminate this MOU. 5 Llul)UJHJ.I I GIIVCIUFIC IU.Mu/1Moorl'-OMC4W CLU-.7GVV-o C/10M IV UMDw 7. ATTORNEY'S FEES If a party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of this MOU, the prevailing party in such proceeding or action shall be entitled to recover from the other party its/their reasonable attorney's fees and legal expenses. 8. PRECEDENCE OF DOCUMENTS In the event of any conflict between the body of this MOU and any exhibit/attachment hereto, the terms and conditions of the body of this MOU shall control and take precedence over terms and conditions expressed within the exhibit/attachment. Furthermore, any terms or conditions contained within any exhibit/attachment hereto which purport to modify the allocation of responsibility or liability between the parties, provided for within the body of this MOU, shall be null and void. 9. NOTICES Any notice required or intended to be given to a party under the terms of this MOU shall be in writing and shall be deemed to be duly delivered the earlier of (a) actual receipt by personal delivery to the representative (as defined herein), as the case may be, or in lieu of such personal service, by way of Federal Express or other similar courier addressed to such party at the appropriate address set forth herein, (b) the date of receipt by facsimile to the City Representative or the FSSL Representative, or (c) three business days after the date of mailing (postage pre-paid return receipt requested). Either party may change its address for the purpose of this Paragraph by giving written notice of such change to the other. 10. BINDING Once this MOU is signed by all the parties, it shall be binding upon, and shall inure to the benefit of, the parties, and each party's respective heirs, successors, assigns, transferees, agents, servants, employees, and representatives. 11. ASSIGNMENT There shall be no assignment by any party of its rights or obligations under this MOU without the prior written approval of the other party. Any attempted assignment by a party, its successors or assigns, shall be null and void unless approved in writing by the other party. 12. WAIVER The waiver by any party of a breach by the other of any provision of this MOU shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this MOU. No provisions of this MOU may be waived unless in writing and approved by and signed by all parties to this MOU. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein. 6 UUI:UJIylI CI IVCIUpt-IU. IV UMO•f No action or omission by either party shall constitute a breach of this MOU unless the injured party first notifies the other party of the purported breach in writing setting forth the alleged breach or default and said party does not cure the same within a reasonable period of time. The payment of any fee or compensation or performance of any obligation hereunder by either party shall not constitute a waiver of any breach by the other party or of any of the rights and remedies which either party may have as a result of such breach. No waiver by either party of breach of the MOU shall be implied from any failure by the other party to take action on account of such breach if such breach persists or is repeated. Waivers by either party of any covenant, term or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition. 13. GOVERNING LAW AND VENUE This MOU shall be governed by, and construed and enforced in accordance with, the laws of the State of California. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this MOU and any rights and duties hereunder shall be Fresno, California. 14. HEADINGS The section headings in this MOU are for convenience and reference only and shall not be construed or held in any way to explain, modify or add to the interpretation or meaning of the provisions of this MOU. 15. SEVERABILITY The provisions of this MOU are severable. The invalidity or unenforceability of any one provision in this MOU shall not affect the other provisions. 16. INTERPRETATION The parties acknowledge that this MOU in its final form is the result of the combined efforts of the parties and that, should any provision of this MOU be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this MOU in favor or against any party, but rather by construing the terms in accordance with their generally accepted meaning. 17. ENTIRE MOU It is mutually understood and agreed that the foregoing along with the attached exhibits constitutes the entire MOU between the parties. Any modifications or amendments to this MOU must be in writing signed by an authorized agent of each party. THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK. SIGNATURES APPEAR ON THE NEXT PAGE. 7 LJUVUJIIYII CI IVCIUpt;ILl. I V/UHCY IN WITNESS THEREOF, the parties have caused their authorized agents to execute this MOU: CITY OF FRESNO, CAREER NEXUS A C gQ' „aW.nicipal corporation DocuSigned by: By: *� Y 2/28/2022 B WAM, 00 Georgeanne White, City Manager Name: Kurt Madden APPROVED AS TO FORM: Title: President DOUGLAS T. SLOAN (If corporation or LLC., Board Chair, City IY�ia5lg"dby: MSi y1pe Pres.) By: .c, ]Vtc1�[.� 2/28/2022 By: G fi sr "Ft. Name: a sric ey Date Genelle Taylor Kumpe Title: deputy city Attorney Name: Title: secretary/Treasurer ATTEST: (If corporation or LLC., CFO, Treasurer, TODD ST(ERMER, CMC Secretary or Assistant Secretary) City Cie; uV r..,1 by: By: g C4� 3/2/2022 Name: canez Date Deputy Attachments: Exhibit A— Scope of Services and Metrics Exhibit B - Insurance Requirements 8 Lluuuolyl I CI I VCIUF t:IL.MVMMOOrI,-OMC'FriCLU-.7LV V-O CMOM I V/UM01+ EXHIBIT A SCOPE OF SERVICES AND METRICS 1. Project Purpose The One Fresno Youth Workforce Development Program was created to invest in the next generation of city workers and city leaders while providing Fellows the tools for future success in changing the trajectory of our target population. This program will also advance two mayoral intiatives on youth investment and economic development by providing young people a pathway to employment. Good inclusive economic investment includes creating opportunities for our most vulnerable, so that they might ultimately realize economic mobility. This program will assist us in reaching this goal by providing resources necessary to invest in our young people in an inclusive way. Ultimately, it will assist us on our journey towards realizing a `One Fresno.' 2. Project Description and Tasks Outreach: Career Nexus, aims to serve as a bridge for diverse, low-income, or unemployed youth and young adults moving into the workforce through paid internships. Career Nexus will recruit and screen candidates for our paid internships through neighborhoods, community colleges and local nonprofits as well as provide soft skill training in preparation for their internship. Assessment: After recruitment, all Fellows will begin their journey with basic training sessions provided by Career Nexus through the IMAGO online platform. Each Fellow will review 25 different videos on different soft skill topics from teamwork and attitude, stress management, communications skills and interviewing, to name a few. Each Fellow's assessment outcomes will help determine which training path is recommended. Training: Each set of 5 videos require a little over an hour to watch and answer the short questions embedded throughout the videos.The facilitator/trainer will meet with fellows five hour- long sessions (after each set of 5 videos are reviewed) to discuss face-to-face or through zoom, what fellows have learned. The facilitator/trainer will review the fellow's progress through the videos and their responses to the questions in preparation for the face-to-face discussion. At the end of the training and assessment process, the trainer will create an individualized assessment and recommendation for each fellow regarding potential areas/types of work they should look for. IJUUU01yI CIIVCIUpty IU. IU/UMO'F TASK 1: Recruit potential candidates who are low-income, diverse young adults with one or more barriers to employment for the program through various recruitment strategies, including: ■ Recruiting through local nonprofit organizations, like Advanced Peace, Street Saints, CASA and Barrios Unidos • Neighborhood and community hubs • Direct outreach through exisitng network ■ Churches and houses of worship in low-income neighborhoods ■ County Foster Care Program ■ Fresno Unified School District TASK 2: Complete assessments on all candidates recruited by or sent to Career Nexus and provide each fellow's Internship Plan and Assessment to fellow, City Staff and Partner organizations overseeing other wrap-around services. TASK 3: Coordinate with City Staff to provide online or in-person training. Document enrollment and completion for each fellow. TASK 4: Maintain all financial documentation related to the program and submit monthly reporting to City Staff TASK 5: Maintain and track all metrics required and related to the program to include individual fellow metrics as defined in the Metrics Section below. 3. Metrics All metrics will be tracked and reported according to the guidelines provided by California Volunteers and at the request of the City of Fresno. Reporting templates will be provided by the City of Fresno and will include the following information. 0 Number of outreach events • Number of potential fellows interested in the program • Number of youth participating in the program • Number of youth enrolled in job training/readiness programs • Number of youth completing job training/readiness programs • Information/data/fellow stories as requested by the City of Fresno • Log of participating fellows and their status in relation to their Individual Training Plan ■ Other metrics that are identified within the assessment as valuable information for the program. LlUUU01yJI CIIVCIUpC ILI. IV l UMDY EXHIBIT B MINIMUM SCOPE OF INSURANCE Coverage shall be at least as broad as: 1. The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operations. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for "bodily injury," "property damage" and "personal and advertising injury"with coverage for premises and operations (including the use of owned and non- owned equipment), products and completed operations, and contractual liability (including, without limitation, indemnity obligations under the Agreement) with limits of liability not less than those set forth under "Minimum Limits of Insurance." 2. The most current version of ISO *Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance or use of automobiles in the course of your business operations. The Automobile Policy shall be written on an occurrence form and shall provide coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1- Any Auto). If personal automobile coverage is used, the CITY, its officers, officials, employees, agents and volunteers are to be listed as additional insureds. 3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. 4. Educators Legal Liability or a Professional Liability (Abuse & Molestation) that insures against liability arising out of the bodily injury, personal injury, and third-party property damage occurring because of the wrongful or negligent acts attributable to the institution. This coverage should protect against a wide range of potential claims, including but not limited to athletics, alcohol, assault, verbal and/or physical abuse, campus crime, sexual molestation and other sexual misconducts. MINIMUM LIMITS OF INSURANCE CAREER NEXUS, or any party the CAREER NEXUS subcontracts with, shall maintain limits of liability of not less than those set forth below. However, insurance limits available to CITY, its officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured: l./UVUJIIf.11 CIIVCIVFIC 1U./'1U/1MDDrl..-OMCYW CLU-.7GVV-D CF10/'11U/UMDY 1. COMMERCIAL GENERAL LIABILITY: (i) $1,000,000 per occurrence for bodily injury and property damage; (ii) $1,000,000 per occurrence for personal and advertising injury; (iii) $2,000,000 aggregate for products and completed operations; and, (iv) $2,000,000 general aggregate applying separately to the work performed under the Agreement. 2. COMMERCIAL AUTOMOBILE LIABILITY: $1,000,000 per accident for bodily injury and property damage. 3. WORKERS' COMPENSATION INSURANCE as required by the State of California with statutory limits. 4. EMPLOYER'S LIABILITY: (i) $1,000,000 each accident for bodily injury; (ii) $1,000,000 disease each employee; and, (iii) $1,000,000 disease policy limit. 5. Professional Liability (Abuse & Molestation): (i) $1,000,000 per claim/occurrence; and, (ii) $2,000,000 policy aggregate. UMBRELLA OR EXCESS INSURANCE In the event CAREER NEXUS purchases an Umbrella or Excess insurance policy(ies) to meet the "Minimum Limits of Insurance," this insurance policy(ies) shall "follow form" and afford no less coverage than the primary insurance policy(ies). In addition, such Umbrella or Excess insurance policy(ies) shall also apply on a primary and non-contributory basis for the benefit of the CITY, its officers, officials, employees, agents and volunteers. DEDUCTIBLES AND SELF-INSURED RETENTIONS CAREER NEXUS shall be responsible for payment of any deductibles contained in any insurance policy(ies) required herein and CAREER NEXUS shall also be responsible for payment of any self-insured retentions. Any deductibles or self-insured retentions must be declared to on the Certificate of Insurance, and approved by, the CITY'S Risk Manager or his/her designee. At the option of the CITY'S Risk Manager or his/her designee, either: LIUUUJIIy.II CIIVCIUpt!IL). IU/UMD'4 (i) The insurer shall reduce or eliminate such deductibles or self-insured retentions as respects CITY, its officers, officials, employees, agents and volunteers; or (ii) CAREER NEXUS shall provide a financial guarantee, satisfactory to CITY'S Risk Manager or his/her designee, guaranteeing payment of losses and related investigations, claim administration and defense expenses. At no time shall CITY be responsible for the payment of any deductibles or self-insured retentions. OTHER INSURANCE PROVISIONS/ENDORSEMENTS The General Liability and Automobile Liability insurance policies are to contain, or be endorsed to contain, the following provisions: 1. CITY, its officers, officials, employees, agents and volunteers are to be covered as additional insureds. CAREER NEXUS shall establish additional insured status for the City and for all ongoing and completed operations by use of ISO Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01 or by an executed manuscript insurance company endorsement providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85. 2. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, officials, employees, agents and volunteers. Any available insurance proceeds in excess of the specified minimum limits and coverage shall be available to the Additional Insured. 3. For any claims relating to this Agreement, CAREER NEXUS'S insurance coverage shall be primary insurance with respect to the CITY, its officers, officials, employees, agents and volunteers. Any insurance or self- insurance maintained by the CITY, its officers, officials, employees, agents and volunteers shall be excess of CAREER NEXUS'S insurance and shall not contribute with it. CAREER NEXUS shall establish primary and non- contributory status by using ISO Form CG 20 01 04 13 or by an executed manuscript insurance company endorsement that provides primary and non-contributory status as broad as that contained in ISO Form CG 2001 0413. 4. Should any of these policies provide that the defense costs are paid within the Limits of Liability, thereby reducing the available limits by defense costs, then the requirement for the Limits of Liability of these polices will be twice the above stated limits. IJUI:UO1y1I CIIVCIUFIC IV. IUjumo-4 The Workers'Compensation insurance poliCv is to contain, or be endorsed to contain, the following provision: CAREER NEXUS and its insurer shall waive any right of subrogation against CITY, its officers, officials, employees, agents and volunteers. If the Professional Liability_LRbuse & Molestrafion) insurance Policy is written on a claims- made form: 1. The retroactive date must be shown, and must be before the effective date of the Agreement or the commencement of work by CAREER NEXUS. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement work or termination of the Agreement, whichever occurs first, or, in the alternative, the policy shall be endorsed to provide not less than a five (5)year discovery period. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the effective date of the Agreement or the commencement of work by CAREER NEXUS, CAREER NEXUS must purchase "extended reporting" coverage for a minimum of five (5) years completion of the Agreement work or termination of the Agreement, whichever occurs first. 4. A copy of the claims reporting requirements must be submitted to CITY for review. 5. These requirements shall survive expiration or termination of the Agreement. All policies of insurance required herein shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty (30) calendar days written notice by certified mail, return receipt requested, has been given to CITY. CAREER NEXUS is also responsible for providing written notice to the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits, CAREER NEXUS shall furnish CITY with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during the work to be performed for CITY, CAREER NEXUS shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy. L/UUUJIIy.II CI IVWUPt:ILJ. I U I U/10'+ Should any of the required policies provide that the defense costs are paid within the Limits of Liability, thereby reducing the available limits by any defense costs, then the requirement for the Limits of Liability of these polices will be twice the above stated limits. The fact that insurance is obtained by CAREER NEXUS shall not be deemed to release or diminish the liability of CAREER NEXUS, including, without limitation, liability under the indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CAREER NEXUS. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of CAREER NEXUS, its principals, officers, agents, employees, persons under the supervision of CAREER NEXUS, vendors, suppliers, invitees, consultants, sub- consultants, subcontractors, or anyone employed directly or indirectly by any of them. VERIFICATION OF COVERAGE CAREER NEXUS shall furnish CITY with all certificate(s) and applicable endorsements effecting coverage required hereunder. All certificates and applicable endorsements are to be received and approved by the CITY'S Risk Manager or his/her designee prior to CITY'S execution of the Agreement and before work commences. All non-ISO endorsements amending policy coverage shall be executed by a licensed and authorized agent or broker. Upon request of CITY, CAREER NEXUS shall immediately furnish City with a complete copy of any insurance policy required under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall survive expiration or termination of this Agreement. SUBCONTRACTORS - If CAREER NEXUS subcontracts any or all of the services to be performed under this Agreement, CAREER NEXUS shall require, at the discretion of the CITY Risk Manager or designee, subcontractor(s) to enter into a separate Side Agreement with the City to provide required indemnification and insurance protection. Any required Side Agreement(s) and associated insurance documents for the subcontractor must be reviewed and preapproved by CITY Risk Manager or designee. If no Side Agreement is required, CAREER NEXUS will be solely responsible for ensuring that it's subcontractors maintain insurance coverage at levels no less than those required by applicable law and is customary in the relevant industry. MAINTENANCE OF COVERAGE - If at any time during the life of the MOU or any extension, Career Nexus or any of its subcontractors fail to maintain any required UUUUJIIY.II MIVCIUP"IU. I U I UMOY insurance in full force and effect, all work under this MOU shall be discontinued immediately until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City. Any failure to maintain the required insurance shall be sufficient cause for City to terminate this MOU. No action taken by City hereunder shall in any way relieve Career Nexus of its responsibilities under this MOU. The phrase "fail to maintain any required insurance" shall include, without limitation, notification received by City that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent. The fact that insurance is obtained by Career Nexus shall not be deemed to release or diminish the liability of Career Nexus, including, without limitation, liability under the indemnity provisions of this MOU. The duty to indemnify City shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Career Nexus. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Career Nexus, its principals, officers, agents, employees, persons under the supervision of Career Nexus, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.