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HomeMy WebLinkAboutReading and Beyond - Mosqueda Community Center Operation - 20108 AGREEMENT BETWEEN CITY OF FRESNO AND otto READING AND BEYOND 3$ FOR LEAD AGENCY OPERATION OF COMMUNITY CENTER 0 This Agreement Is made and entered into this 33"° day of July, 3010, by and between the CITY OF FRESNO, a municipal corporation ("CITY") and READING AND BEYOND, a California nonprofit corporation (-USER-). RECITALS A. CITY is the owner of the property located at 3566 E Dakota and commonly known as the Einstein Neighborhood Center ('Center'). B. COY's Director of Parks. After-school, Recreation and Community Services ("Director') (inclu l ing Director's designated representatives( is charged with the responsibility of supervising the use of CITY's parks and recreational facilities. C. USER is organized as a California nonprofit corporation to provide services and opportundies for all ages with an emphasis on school aged children. D. USER has an objective of providing community services to the publlc. E CITY and USER desire to enter Into an Agreement to operate the Center, pursuant to the terms hereof. F. The right to use and operate the Center without payment of full fair market value rent conveys a valuable benefit CITY Intendsto grant use of certain recreational fadlit es, such as the Center, to nonprofits on the condition that the USERS will provide a minimum amount of "Community Services." "Community Services" is broadly defined as Inducing programs, services and activities that are consistent with the CITY's Parks, After- school, Recreation and Community Services Department ("PARCS") mission of creating community through people, parks, and programs by enriching the lives of Fresno chizens through investment in park and open spaces for recreation, and providing diverse opportunities for human development and social Interaction, In light of the foregoing, the parties hereto do hereby agree as follows: 1 AGREEMENT SECTION 1. TERM OF AGREEMENT. This Agreement shall be for a term commencing on August 1, 2010, and expiring no later than July 31, 2013, unless sooner terminated pursuant to the provisions of this Agreement. CITY may extend this Agreement by granting up to two (2) one-year extensions to USER. This Agreement may be terminated by the CITY or USER at any time and upon ninety (90) days prior written notice to the other party, as further provided herein. Regardless of the date of execution of this Agreement, the effective date shall be August 1, 2010. SECTION 2. CITY'S OUTSOURCING POLICY A. The Center was constructed to provide Community Services. This Agreement grants certain use and operation of the Center without payment of facility use fees. In exchange for the authority to use and operate the Center as set forth herein, USER agrees to provide, at a minimum, the Community Services Identified in this Agreement. USER acknowledges that its agreement to provide at least the minimum level of Community Services and programs to the CITY and the community is a material provision of this Agreement. USER understands that CITY is relying upon USER actually delivering the program of Community Services as contained within, and during hours of operations that are comparable to those currently operated by the QTY. B. USER acknowledges and agrees that any religious, political, or any other activity outside the scope of services provided pursuant to this agreement is subject to a separate rental agreement to be executed by USER and PARCS. C. Although infrequent in their occurrence, from time to time, CITY may receive requests from the public to rent the Center for an event. The Cm retains the right to make the Center available for a reservation only after conferring with USER to ensure that Center activities are not disrupted due to Scheduling conflicts or 2 logistical obstacles. Any third party other than C" or USER that wishes to rent the Center must do so pursuant to a rental agreement with the CITY. SECTION 3. CONTRACT COMPLIANCE AND MONITORING. A. USER shall be subjett to the standards of performance as set forth in this Agreement. USER shall submit semi-annual reports regarding USER's performance of the Program and other requirements necessary far CITY to monitor review and evaluate the performance of the USER. USER's reports must be in a form approved by the CITY. B. Records, Reports and Audits of USER a. Preservation of Records. USER shall preserve and make available its records: I. For the period of four (C) years from the date of termination or expiration of this Agreement; or ti. For such longer period, IF any, as maybe required by applicable law. b. Examination of Records. At anytime during normal business hours, and as often as may be deemed necessary, USER agrees that the CITY, and/or any of its respective authorized representatives shall have access to and the right to examine all of USER's records with respect to all matters covered by this Agreement. USER also agrees that the City, or any of its authorized representatives shall have the right to audit, examine, and make excerpts or transcripts of and from such records, and to make audits of all applicable contracts and subcontracts, invoices, patrols, records of personnel, conditions of employment, materials, and all other data relating to matters covered by this Agreement. CITY may examine records pursuant to this Section throughout the term of this Agreement and I. For a period offour (4)years after termination or expiration of this Agreement; or, Ii, For such longer period as maybe required by applicable law; or 3 W. If this Agreement is completely or partially terminated, for a period of four (4) years from the date of any resulting settlement. C. CITY Audits. The CITY may perform an independent audit. Such audits may cover programmatic as well as fiscal matters. USER will be afforded an opportunity to respond to any audit findings, and have the responses included In the final audit report. Costs of such audits will be borne by the CITY, unless the audit has been initiated by CITY in response to a default hereunder by USER, in which event USER shall be responsible for such audit cost. SECTION O. PROGRAM COORDINATION. A. Puerto the Effective Date of this Agreement, and each year thereafter during the term of this Agreement, USER shall provide CITY with a draft annual program plan for CITY's approval. Upon approval of the annual program by the CITY, USER (or USER's approved subcontractors( shall offer the Community Services described In the Program to the public In accordance with the approved written plan. B. USER shall comply with the requirement that the Center shall be made available for the PARCS Senior Hot Meals Program if applicable, and Fresno County DOC Sack Lunch program to provide no -cog snacks and/or lunch during extended school breaks, at no cost, and the USER shall cooperate with the provider of those programs. C USER represents that USER shall employ, at its sole cost and expense, an administrator who shall act as the director of the Program and shall have overall responsibility for the progress and execution of this Agreement, as well as supervise the operation of the Program. USER shall provide C" with the contact information for USER's Program Director upon execution of this Agreement Should circumstances or conditions subsequent to the execution of this Agreement require a substitute Program Director, USER shall notify the CITY immediately of such occu mince. Any change in Program Director will be subject to approval by the CITY. USER's gaff shall cooperate fully with 4 the CITY with respect to all matters related to this Agreement. D. USER's staff shall attend meetings as required or requested by CITY or Director, which except in cases of emergency, shall be scheduled with reasonable notice. E. The parties agree than USER shall be solely responsible for the recruitment, training, supervision and compensation of USER's employees, including Program employees. The parties further agree that USER shall be solely responsible for the recruitment, training and supervision of volunteers to assist In the operation of Center or the Program. E. USER may contract with third parry non-profit organiza0ons to provide programming at the Center, however, any such contract shall be subject to advance review and approval by City. SECTION 5. OPERATION OF CENTER. A. CITY grants permission to USER to conduct the Program during the term of the Agreement, and pursuant to the terms of this Agreement. The use of the Center by USER shall not be exclusive, and CITY shall have the right at all times to enter upon the Center for any purpose and to use the same for any purpose nut Inconsistent with USER's obligations hereunder. USER shall not pay facility use fees to CITY for USER's Community Service Program activities which have been expressly approved by CITY, subject to the provisions of this Agreement, provided that other costs and charges as set forth herein, may apply. USER shall have access to the outdoor spaces around the Center; however, paid reservations made through the CITY for the use of the outdoor spaces shall be given first priority. B. Minimum Hours of Operation. USER shall operate the Center at a minimum every Monday through Friday from 3:00 p.m. to 7:W p.m. with recreational and/or 5 enrichment activities geared toward school aged children from the surrounding neighborhoods offered during those hours. C. Alocation-specific program calendar shall be submitted to. CITY on a quarterly basis and continuously posted for public display at the Center. O. Minimum Programming Requirements. USER shall, at a minimum, provide the following: 1. Provide daily homework assistance and/or computer lab access. 2. Provide a variety of indoor recreation activities, e.g., arts and crafts, board Eames, table games. 3. Provide opportunities for community service activities, e.g.,neighborhood clean- up,adopt-a-park, etc. 4. Coordinate diverse cultural/holiday activities, e.g., Valentine's, Easter/Spring, Croce de Maya, Juneteenth, Fourth of July, Halloween/Harvest, Thanksgiving and Winter Holiday neighborhood celebrations. 5. Provide access for the PARCS Senior Hat Meals Program, if applicable. 6. Continue partnership with Fresno County EOC to provide no -cost snacks and/or lunch during extended school breaks (Sack Lunch Program). E. USER shall report any suspicious or illegal behavior or activity at the Center or surrounding grounds to appropriate authorities, including timely reporting of any graffiti or vandalism at or affecting the Center. F. USER shall be responsible for conducting services at Center consistent with Ciy's policies and procedures for facility operation, Including without f®rmation, nondiscrimination practices and procedures. G. USER''s operational obligations shall include reasonable staffing of the Center and running the Community Service Programs in a manner satisfactory to CITY. USER agrees that a minimum of two (al staff members shall be an the Center premises. EA during all hours of operation. H. USER agrees that any and all personnel, either paid or volunteer, whom USER utilizes in conducting the Program shall be qualified to perform the duties assigned to them. USER shall provide CIN with job descriptions of all volunteer and paid positions. All Center personnel shall be neatly attired and shall conduct themselves at all times in a courteous and businesslike manner. I. USER understands and agrees that the permission granted herein by the Clivi to USER to use and poppy the center is contingent upon the Center being CIN -owned property. If, at any time during the term of this Agreement, the Center should no longer be CIN - owned property or should become unsafe or unusable For any cause or if CIN terminates for any other reason, CIN shall have no obligation to provide other Facilities. USER further affirms and acknowledges that USER has no relocation rights With respect to the Center or the Program If this Agreement is terminated for any reason. 1. While it is anticipated that USER may apply for grants from various sources to assist in running USER's programs, nothing herein obligates the CIN to provide any funding to USER in the operation of any program within the Center. Furthermore, nothing herein Wants USER any priority or special consideration from the CIN when the CIN is considering the distribution of grant funding to nonprofits and similar entries. K. No fees may be charged For the Minimum Program Requirements set forth in Paragraph C of this Section. USER may charge fees for participation in approved Community Serving programming beyond the Minimum Program Requirements. For all programs for which a fee will be charged, USER must submit a detailed description of the program to the Director at least fifteen (15) days prior to the Initiation of the program. CIN reserves the right to disallow any fees assessed For participation In USER programs and activities which the CIN deems to be excessive or inconsistent with the mission of the PARE Department, L. USER is herein authorized to retain such collected fees for USER use in meeting programming and operational expenses for Community Serving programs at the Center. M. CITY agrees that USER may conduct community events and fundralsing activities at CENTER with the prior written approval of PARCS Director, so long as activities do not adversely impact access for the general public to the Canter, CITY approval may be contingent upon USER providing appropriate services needed to adequately support the event. Proceeds from fundraising acivities must have a direct correlation to USER operations at the Center. USER must contact the Director prior to any outdoor event to ensure that the outdoor space Is not already reserved by another group or organization. No alcoholic beverageswill be allowed on premises. SECTION 6. INVENTORY AND USE OF EQUIPMENT. CITY may agree to make available to USER, at CITY'S sole discretion, certain CITY -owned equipment and furnishings for USER's use in the conduct of the Program. An Inventory of such CITY -owned equipment and furnishings in the Center as of the effective date of this Agreement Is included in Exhibit A. USER agrees to maintain all CITY equipment and furnishings applicable to this provision In good condition and safe working order, and to return same to CI1 Y In the same condition as when received by USER, reasonable wear and tear excepted. The use of City equipment for other purposes outside the scope of this agreement is not permissible.. SECTION]. UTILITIES. A. CITY will pay for gas, electricity, water.sewer, and garbage, however, if the monthly gas and electricity expense at the Center exceeds 5.019 of the expense for the same month in the prior fiscal year, USER will be required to reimburse the City for the overage on a quarterlybasis. CITY will continue to take advantage of opportunitlesto Implement energy conservation measures at the Center as resources allow. B. CITY agrees to provide outside garbage and refuse containers at the Center for the deposit of refuse collection services. SECTION B. MAINTENANCEAND REPAIR. A. USER shall provide routine janitorial maintenance and repair of the Center necessary through reasonable wear and tear; which includes, at a minimum,spot vacuuming, mopping, and restroom service. Routine repairs that are the result of normal wear and tear on the facility will also be the responsibility of USER. B. CITY shall be responsible for maintaining all landscaping at the Center and surrounding grounds. C, USER shall make no alteration or change In any manner to the Center or the surrounding grounds, including electrical, gas or plumbing equipment or facilities. If USER desires to alter, modify, change or relocate any utility, equipment, or facilities or of any part or Portion of the Center, such action shall be subject to the prior approval of CITY and the costs thereof shall be borne by USER. D. USER has inspected the Center and agrees to use and occupy the Center In an 'as -Is' condition as of the date of this Agreement. Any maintenance or repairs required as a result of misuse or negligence of USER (including USER's agents, subcontractors, mittens, and employees) shall be corrected within thirly(301 days by USER. USER may make arrangements for CITY to make necessary repairs at USER's sole cost and expense. Failure to complete said repairs within the specified time period may be grounds for termination. E The USER shall hold the. CITY harmless against claims IT the CRY determines that R must temporarily shut down the Center to perform majorsystem repairs. F. CITY shall be responsible for structural, equipment repair and other long term capital repairs of the Center, except to the extent such repair may be caused by the misconduct or negligent actions or omissions of USER or USER's invitees. USER shall report all necessary facility maintenance and repairs to CITY In a timely manner. CITY shall conduct preventative maintenance in a manner consistent with the majority of other similar CITY community center facilities. Enhanced maintenance requested by USER above the CITY's minimum levels of service are subject to OTY's approval. G. No alterations or improvements, including capital improvements and installations of additional phone lines, TS lines, electrical lines, security systems, or changing of locks and keys, shall be made to the CENTER without the CITY's prior written approval. Ifthe CITY provides wrdten approval, the USER shall be responsible for obtaining all CITY permits through the City of Fresno Public Works Department necessary for the construction of any alterations or improvements. USER will be responsible for meeting all permit requirements at no cost to the CITY. SECTION 9, NO WASTE OR NUISANCE. USER shall not commit, or suffer to be committed any waste upon the Center, or any public or private nuisance. SECTIONlo. REPORTING REQUIREMENTS. User shall be subject to the reporting requirements set forth in Exhibit C attached hereto SECTION 11. INDEPENDENT CONTRACTOR, The parties mutually agree that USER and Its employees are and shall be at all times independent contractors and not agents or employees of the CITY, and that USER and its employees shall not be entitled to any salary, fringe benefits, pension, Workers' Compensation, sick leave, insurance, or any other benefit or right connected with employment by the CITY, or any compensation other than as prescribed herein and USER expressly waives any claim it may have to such rights. 10 SECTIONI3. LICENSE RIG HTS/NOTA LEASE. The rights granted to USER under this Agreement are non-exclusive license rights only and in no respect shall the same constitute or be construed as an assignment of a leasehold or other Interest in the property described in this Agreement. SECTION I3: ASSIGNMENT OR SUBIEAiE BY USER. This Agreement shall not be assigned by USER In whole or in part nor subleased or subcontracted in any respell without written authorization of CITY, which may be withheld in CON''s sole discretion. SECTION 14. NONDISCRIMINATION. In the performance of this Agreement, including without limitation, the programs and services provided at the Center, USER shall not discriminate against any employee or applicant for employment because of race, sex, color, age, religion, sexual orientation, actual or perceived gender identity, disability, ethnicity, or national origin, in connection with or related to the performance of this Agreement. SEUION15- COMPLIANCE WITH -AWS/BACKGROUND CHECKS/REPORT OF CHILD ABUSE. A. USER shall comply with all applicable laws,ordinances, codes and regulations of the federal, state and local governments. B. USER shall be responsible for payment of all taxes, fees, contributions or charges applicable to the conduct of USER's business. C. Worded limitation of a" other provision herein, if the services provided hereunder (1) involve direct contact with minors or R minors are supervised as part of the services Provided hereunder, or III) if services provided hereunder include services in the human services field and involve the care and security of children, the elderly, the disabled, or the mentally impaired, then USER represents and warrants to CITY that prior to services being provided hereunder by any personnel or volunteers retained by USER that the USER has or will conduct a criminal background check as provided In Califon la Penal Code Section 31105.3, as well as an FBI criminal database background check and, has or will verify prior to services being provided that the personnel or volunteers do not have any criminal. record for the offenses listed in California Penal Code Section 111053, 11 which Include, certain offenses related to the possession or use of controlled substances, sex offenses or any criminal offense involving Valence. D. USER shall comply with the provisions of the Child Abuse and Neglect Reporting Act, California Penal Code Section 11164 at seq. E. USER shall request subsequent arrest service from the Department of Justice as provided under Section 11105.2 of the Penal Code. F. No person whether paid or not paid by USER shall be permitted to provide services described in this Agreement unless, prior to commencing services hereunder, USER shall deliver a letter to CITY listing such person and certifying that the USER has conducted a proper background check on such person or persons, and each of the named persons Is legally permitted to perform the services described in this Agreement If requested by City during the term of this Agreement, USER shall provide an updated certification letter verifying that the background checks for each of the named persons Is current and In compliance with this provision. SECTIONI6. WAIVER OF CLAIMS.USER, as a material part of the consideration to be rendered to CITY under this Agreement, hereby waives all claims or causes of action against the CITY, Its officers or employees which USER may now or hereafter have for damages to goods, wares, merchandise or other property in, about or upon the Center or any portion of the building In which Center is located, and for injuries to Persons In or about the Center, from any cause or causes arising at any time. In particular, but not by way of limitation, USER hereby waives any and all claims or causes of atllon which USER may now or hereafter have against the CITY, its officers or employees: (a) for loss, Injury or damage sustained by reason of any deficiency, impairment and interruption of any service or system serving Center or any portion of building in which Center Is located, and (b) for any loss or damage to the property of, or Injury or damage to USER, USER's officers, employees, or agents, from any cause or causes 12 arming at any time because of USER's use or occupancy of the Center or any portion of building in which Center Is located. SECTION 17. INDEMNIFICATION AND HOLD HARMLESS. USER shall indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and authorized volunteers from any and all loss, liability, fines, penaftles, forfeitures, costs and damages (whether in contract, tart or strict liability; including but not limited to personal Injury, death at any time and property damage) incurred by CITY, USER or any other person, and from any and all claims, demands and actions In law or equity (including attorney's fees and litigation expenses), arising or alleged to have arisen directly at Indirectly out of performance of this Agreement. USER'S obligations under the preceding sentence shall apply regardless of whether CITU or any of its officers, officials, employees, agents or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, casts 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 authorized volunteers. If USER should subcontract all or any portion of the work to be performed under this Agreement, USER shall require each subcontractorto indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms ofthe preceding paragraph. This section shall survive termination or expiration of this Agreement. SECTION 18. INSURANCE REQUIREMENTS. Throughout the life of this Agreement, USER shall pay for and maintain in full farce and effect all Insurance as required In Exhibit 8 or as may be authorized in writing by CITY'S Risk Manager or his/her designee at any time and In his/her sole discretion. If at any time during the life of the Agreement or any extension, USER or any of its subcontractors fail to maintain any required Insurance in full force and effect, all services and work under this Agreement shall be discontinued Immediately, Any failure to maintain the required Insurance shall be sufficient cause for CITY to terminate this Agreement. No action 13 taken by CRY pursuant to this section shall in any way relieve USER of its responsibilities under this Agreement. 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 USER shall not be deemed to release or diminish the liability of USER, Including, without limitation, liability under the indemnity provisions of this Agreement. The duty to Indemnify CRY 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 USER. Approval or purchase of any Insurance Contracts or policies shall in no way relieve from liability not limit the liability of USER, its principals, officers, agents, employees, persons under the supervision of USER, vendors, suppliers, Invitees, USERS, sub-115ERs, subcontractors, or anyone employed directly or Indirectly by any of them. Upon request of CITY. USER shall immediately furnish CRY with a complete copy of any Insurance policy resulted 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. If USER should subcontract all or any portion of the services to be performed under this Agreement, USER shall require each subcontractor to provide Insurance protection in favor of CITY and each of Its officers, officials, employees, agents and volunteers in accordance with the terms Of this section, except that any required certificates and applicable endorsements shall be on file with USER and City prior to the commencement of any services by the subcontractor. SECTION 19. COMPLIANCE WITH LAWS. USER shall comply with CITY policies and all applicable state and federal laws, regulations and rules related to the use of the Center and the operation of the Program, including but not limited to, laws, regulations and rules applicable to health, safety and equal opportunity employment. 14 SECTION20. VOSSESSORYINTERESTTAX. USER understands and agrees that this Agreement may create a possessory Interest subject to property taxation and that USER may be subject to payment of property taxes levied on such Interest, and that any such lax shall be the liability of and be paid by USER. SECTION 21. TIME OF ESSENCE. Where performance of a covenant Is specifed herein to be performed on or before a certain date, time shall be of the essence of that said covenant. performance by USER of each and every covenant of this Agreement is material, the breach of which shall constitute a material breach of this Agreement for which the CITY may terminate this Agreement. SECTION 22. EFFECT OF WAIVER. The waiver by CITY of any breach of any term, covenant or condition of this Agreement shall not be deemed a waiver of such term, covenant or condition of waiver of any subsequent breach of such term, covenant or condition. The consent or approval by CITY to or of any ad by USER requifing CITY's approval or consent shall not be deemed to waive provisions for C TY's approval or consent to any such subsequent ads by USER. SECTION 23. AUTOMATICTERMINATION. The right of USER to use the Center described herein shall be automatically terminated without notice on the occurrence of any one of the following conditions subsequent, in which event USER shall forthwith and without demand by the CITY, surrender the Center without delay. A. The appointment of a receiver to take possession of all or substantially all of the assets IF USER; B. A general assignment by USER for the benefit of creditors; C. Any action taken or suffered by USER under any insolvency or bankruptcy ad; D. The suspension, revocation or lapse ofUSER's nonprofit incorporated status; or E. Failure to comply with any material term of any other agreement between USER and CITY, including without limitation, any grant agreement. SS SECTIONla. ELECTIVETERMINATION. This Agreement maybe terminated by either party at anytime during the term for any reason, upon giving to the other party at least ninety (90) days written notice of termination, In the event such notice of termination is given, this Agreement shall be deemed terminated ninety (90) days after delivery of notice is given pursuant to Section 28. Section 25. The parties acknowledge that CITY may terminate this Agreement under this provision without cause,. notwithstanding USER's compliance with the terms of this Agreement including payment of utilities, delivery of reports and program services. The Directoris authorized to decide, on the part of the CITY, that this Agreement is to be terminated and to furnish written notice thereof to USER. SECTION 26. TERMINATION UPON DEFAULT. In the event of any default on the part of USER in USER's performance of Of Compliance with any of the terms, conditions and covenants of this Agreement, CITY shall have the right, in addition to or as an alternative to any other right it may have at law or In equity or pursuant to this Agreement, to terminate this Agreement upon (30) days prior written notice; provided, however, that CITY shall first give written notice to USER of such default and USER shall thereafter have a period Of seven O) days to correct the default. SECTION27. SURRENDER ON TERM INATION. On the last day or the sooner termination of the term of this Agreement, USER shall quit and surrender Center In good condition and repair (reasonable use and wear and tear, and damage or deterioration caused by the elements, eanhq uake, Rood, and fire not caused by the negligence of the USER excepted), and remove all property owned by the USER from the Center. All such property not so removed shall be deemed at the option Of CITY to have been abandoned by USER. SECTION 28. NOTICES AND REPRESENTATIVES. All notices required or permitted to be given under this Agreement shall be to writing and personally delivered or sent by U5. Mall, postage Prepaid, addressed as follows; COY USER Director, Fresno PARCS Executive Director Dickey Youth Development Center Reading and Beyond 16 1515 E. Dlvisadero SG 0819 E. Butler Ave. Fresno, CA 93721 Fresno, CA 93727 The partles may changethen respective addresses for purposes of deliverlog notices by sending notice of such change pursuant to this Section. SECTION 29. CONFLICT OF INTEREST. USER shall avoid all conflict of interest or appearance of conflict of interest in performance of this Agreement USER is familiar with conflict law provisions setforth In California Government Code Sections 87100 el seg. and Government Cade Section 1090. USER certifies that it does not know of any facts which constitute violation of such section. USER further candies that It shall not assign any personnel to provide services under this Agreement which would be cause for a violation of any conflict of interest law. SECTION 30.. MISCELLANEOUS PROVISIONS. A. The parties agree that this Agreement shall be governed and construed in accordance with the laws of the State of California. In the event that suit shall be brought by either Party to this Agreement, the parties agree that venueshall be in Fresno County. B. The headings of the sections and subsections of this Agreement are inserted for convenience only. They do not constitute a part of this Agreement and shall not be used in its construction. C. Any and all exhibits which are referred t0 in this Agreement are Incorporated herein by reference and are deemed a part of this Agreement D. This Agreement may only be amended by formal written agreement executed by both Parties. 17 E. If a court of competent jurisdiction adjudges any provision of this Agreement as void or unenforceable, the remaining provisions shall not be affected hereby and shall remain in full force and effect. IN WITNESS WHEREOF, The parties hereby execute this Agreement as of the day and year hereinabove written. USER: CITY: READING AND BEYOND, CITYOEFRESNO, a CalNamia Nonprofit Corporation a Municipal Corparatlon l By /� Luis Santana, Executive D ctor ndall (Dire Reading & Beyond Fresno PARIS Date n7/ZZ / / () Date ATTEST: REBECCA KLISCH Ciry Clerk By 5^9149 C PWZaa�b`M APPROVED AS TO FORM: IAMESO SANCHEZ BY r B90M7. DO" Exhibit A — Facility Inventory Exhibit B —Insurance Requirements Exhibit C—Summary of Reporting Requirements EXHIBITA FACILITY INVENTORY Einstein Park Inventory ITEM QTY ITEM CITY Poos Ball Table 1 Small Book Case I PIN Pong Table 1 Pool Table 1 Desks 2 Coca Cola Machine 1 Old Computers 2 Old Canvenbon Center Chairs 12 Old Computer no hard drive 1 Tug of War Rope 1 Small Computer Tables 2 Ou ide Tennis Net 1 Metal Filing Cabinets 2 Set of Foosball Replacement Men 1 Primer 1 Box of Halloween Decor 1 Padded Chalm 4 Box Valentine Deco 1 9 Tables 3 Xmas Box Decor 1 Short Table i Pool Table Sticks 4 Futon 1 Pool Table Balis 1 Organ 1 PaMmIl Board Cart for the T.V. i Television 1 Black Book Cases 2 EXHIBIT B INSURANCE REQUIREMENTS Agreement between the City of Fresno and Reading and Beyond Lead Operation of Nelahborlm Cents Minimum Scope of Insurance Coverage shall be at least as broad as: 1. The most current version of Insurance Services Office (ISO) Commercial General Uabllky Coverage Form CG IID 01, which shall Include insurance for "bodily injury," "property damage` and "personal and advernswil injury" with coverage for premises and operations, products and completed operations, and contractual liability. ], The most current version of Insurance Service Office (ISO) Business Auto Coverage form CA CO 01, which shall include coverage for all owned, hired, and non -owned automobiles or other licensed vehicles (Code 1 -Any Auto). 3. Workers' Compensation insurance as required by the California Labor Code and Employer's Liability Insurance, Minimum Limits of Insurance USER shall maintain limits of liability of not less than: 1. General Liability: 53,000,000 Per occurrence for bodily injury and property damage $1,000;000 per occurrence for personal and advertising injury $3,000,000 aggregate for products and completed operations - $3.000 0 general aggregate Z. Automobile LiabilRy: - $1,000,000 per accident for bodily injury and property damage 3. Employers Liability: - $1,000,000 each accident for bodily injury - $1,000,000 disease each employee - $1,000000 disease policy limit Umbrella or Excess Insurance In the event USER purchases an Umbrella or Excess insurance polig(iesl to meet the "Minimum Limits of Insurance," this Insurance pallcylies) shall "follow form" and afford no less coverage than the primary insurance policy(ies). Deductibles and Self -Insured Retentions USER shall be responsible for payment of any deductibles contained in any insurance polices required hereunder and USER shall also be responsible for payment of any self-insured retentions. Any deductibles or self-insured retentions must be declared to, and approved by, the CITY'S Risk Manager or his/her designee. At the option of the CITYS Risk Manager or his/her designee, either (I) the insurer shall reduce or eliminate such deductibles or self -Insured retentions as respects CITY, its officers, officials, employees, agents and authorized volunteers, or (a) USER 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. Either Insurance provisions The General Liability and Automoblie 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. d. The coverage shall contain no special limitations on the scope of protection afforded! to CITY, its officers, officials, employees, agents and volunteers. 3. USERS Insurance coverage shall be primary and no contribution shall be required of CITY. The workers' Compensation insurance policy is to contain, or be endorsed to contain, the following provision: USER and its insurer shall waive any right of subrogation against CITY, its officers, officials, employees, agents and authorized volunteers. All policies of insurance required hereunder shall be endorsed to provide that the coverage shall not be cancelled, nom renewed, reduced In coverage or in limits except after 30 calendar day written notice by certified mail, return receipt requested, has been given to CITY. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non renewal, or reduction Incoverage or in limits, USER shall furnish CITY with a new certificate and applicable endorsements for such policyles). m the event any policy is due to expire during the work to be performed for CITY, USER shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than 15 calendar days prior to the expiration date of the expiring polity. Acceptabllhy of Insurers All policies of insurance required hereunder shall be placed with an insurance companybesl admitted by the California Insurance Commissioner to do business in the State of California and rated not less than 'A -VII" in Ben's Insurance Rating Guide; or authorized by CITY'S Risk Manager. Vedficatlon of Coverage USER shall furnish CITY with all certificatels) 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 CITWS execution of the Agreement and before work commences. Exhibit C SUMMARY OF REPORTING REQUIREMENTS Quarterly: 1. Alocation-specific program calendar shall be submitted to CITY and continuously posted for public display at the Center. Semi -Annually: 1. Submit a report regarding performance of Programs offered at the site. Annually: 1. 'A draft annual program plan for City's approval. 2. *An organizational chart w@h a list of staff employees by title. 3. 'Names and addresses of current members of the Board of Directors. 6. eA CPA Compiled annual Financial report Including sources of funding and any constraints on receivable or received funds. 5. Proof that services are still available and quantitative reports of services provided during the preceding year. 6. 'Proof of Insurance as set forth in Exhibit S. As Modified: 1. Provide CITY with job descriptions of all volunteer and paid poshions. 2. For all programs for which a fee will be charged, USER must submit, detailed description of the program to the Director at least fifteen (15) days prior to the Initiation of the program. As Required: 1. staff shall attend meetings as required or requested by CITY or Director. Note: Asterisk designates items that are first due prior to Agreement commencement date. J W REPORT TO TRE CITYCOONCB. e,omMmdnvb nnl _ 4116 July July 22, 2010 nonJ,a., AGENDA RFM NO, 'f,: ja pr COUNCIL MEETING OT p 10 oEaAmMENr o es ORTMAN.1GIM IVUK /pa10 FROM: RANDALL L. COOPER, Director Parks. Recreation and Community Services Department BY PAULA. MELIKIAN, Administrative Manager KYLE Q. JEFFCOACH. Community Rounded SupeMsar II Parks, After School, Recreation and Community SeMces Department SUBJECT: 1) APPROVAL OF ATHREE YEAR AGREEMENT WITH READING AND BEYOND FOR LEAD AGENCY RESPONSISILTY FOR RECREATIONAL PROGRAMMING AT EINSTEIN PARK NEIGHBORHOOD CENTER 2) APPROVAL OF A THREE YEAR AGREEMENT WITH FIRST BAPTIST CHURCH FOR LEAD AGENCY RESPONSIBILTY FOR RECREATIONAL PROGRAMMING AT LAFAYETTE PARK NEIGHBORHOOD CENTER 3) APPROVAL OF A THREE YEAR AGREEMENT WITH UNITED ONE PRODUCTIONS FOR LEAD AGENCY RESPONSIBILITY FOR RECREATIONAL PROGRAMMING AT MARY ELLA BROWN NEIGHBORHOOD CENTER RECOMMENDATIONS Staff recommends that the Cry Council approve the attached Agreements for lead agency operation of a neighborhood center with Reading and Beyond for Final Neighborhood Center, First Baptist Church for Lafayette Neighborhood Canter, and United One Productions for Mary ERR Brown Neighborhood Center, EXECUTIVE SUMMARY As of October 1, 2010 the Cry of Fresno PARCS Department will no longer be able to fund recreational programs at 10 of the 17 Cry neighborhood centers. These centers are: Einstein, Quigley, EI Dorado, Pinedale. Mary Ella Brown, Lalayere, Melody, Sunset, Fink White, and Highway City. As part of Me Mayors commitment to keeping the centers open, several community based organizations (CBOs) have volunteered to operate several of the sites that are scheduled to be dosed Round One of this process is complete and three sites are ready for Council approval to move forward with the transition phase of the process. These sites and their corresponding agerldes era Einstein- Reading and Beyond, Lafayere - Frst Baptist Chumh and Mary Ella Brown - United One Productions. The allached carlract was created by staff for coordination and approval by the Fresno City Council. The contractual agreement would establish a three year commitment with an option to renew for an adds ional Mro yeare. The CBO's. will mountain and operate programs in the buildings and will have discretion ro facillmer programs that am operated inside the facility. The buildings and green space of all centers will remain the responsibility of the PARCS Department for maintenance In a manner consistent with the majority of other similar neigbborfrood parks and center facilities. Enhanced maintenance requested by CBO ateave the Department's minimum levels of service am subject to available funding. The City will continue to pay for gas, alacvlcity, water, sewer, and garbage; however, R Ne mora ly gas and electricity July 22, 2010 - Report to the City Council Community Based Coordination Lead operas of Cry Neighborhood Cemars Page 2 of a expense at the Center exceeds 105.00%of the expense for the same month in the prlorfisceI year, me CBO will be required to reimburse the City for the overall on a quarterly basis. The Department will controls to take advantage of opportunities to Implement energy conservation measures at me Centers as resources allow. Its CBO wishes to conduct any religious, political, or any other activity outside the scope of services provided outlined In the agreement those activities are subject to a separate rental agreement wild the City. Although Infrequent in their occurrence, the Department will retain the right to make the Center available for reservations, but only after conferring with the CBO to ensure that Center activities are not disrupted due to scheduling conflicts or logistical obstacles. The attached Agreements were reviewed and approved by Ne City Attorney and Risk Management Offices. The Department plans to bring forth Agreements for additional sites for operation by CBOs in the month of August with an overall goal of mimmivng the number of shuttered neighborhood centers. BACKGROUND In April of 2010, the City of Fresno produced a Request for Imormatlon (RFI) for CBOs to begin the identifgtion process for possible matches to operate the. 10 neighborhood centers. The first group of RFI submittals was received in mid-May, and a panel of community members was formed to help make recommendations of all CBO's that met the minimum qualifications. Based on the recommendations of the parrel, three CBCs were selected to become Me lead agencies at Einstein, Lafayette, and Mary Elle Brown Neighborhood Canters. PARCS is planning to begin the occupancy transition starting August 2, 2010. During this transition process PARCS staff will remain at the sites until September 30, 2010 which is when the BO/20 program Is set to expire. This will all for a who month tansifon perlod for the incoming organizations to work with Department staff to develop reticent with the community and participants. As part of the quality control Precious, monthly meetings are required for the CBO's to meet with Department staff to share programs and activities as well as address any condoms that may have risen. This regular communication meeting will ensure that Canters are being fully utilized and enhance the programs currently being offered. RFI submittals were reviewed Wood upon their overall ability 0 provide for at minimum, Bre core program and operational requirements of the Center. CBOs were also evaluated by reviewing Oelr current operations, including number of employees, number of operable sites, years of service, key menegementloperational staff, their qualifications and ced'Ridotions, and fail management history. Minimum"OperadmiReo - 6: OpeO/Close/$ cure Facility Reporting of susplclous or illegal behavior, graft and vandalism • Provide interiorjanitorlal service and maintenance • Reporting of outside facility maintenance needs to the Cltyinabmelymanner The CBOs current programs and servidos were also evaluated, including number of programs and participants, hours of afternoon, ages all years of services, quallfrations and certifications of key programmatic stag, and program partnerships and accomplishments. Minimum Program Requirements: • Provide public access to the facilities Monday through Friday from 300 to 7:00 p.m. with recreational andlor enrictrment activities gearetl fief schoolaged children from the surrounding neighborhoods offered during those hours. Community partners must ensure the same or greater levels of public access and reaeatloaagendchment activities. July 22, 2010 -Report to the City Coundl Communlly Based organization Lead Daemon at Cly Neighborhood Centers Page 3 of 3 • Provide daily homework assistance and/or computer lab access • Continue partnership with Fresno County EOC to provide rho-cost snacks and/or lunch dunng extended school breaks, i e. summer vacation, winter break- (Sack Lunch Program) • Pravda a variety of indoor recrel activities, i.e. arts & crafts, boom games, table games. • Provide opportumbes for community service activities, i.e. rteghborhootl clean-up, adopt-a-perk, at. • Coordinate diverse cultureMoliday activities, i.e. Vatenllnes, EastaoSpring, Cinco Oe Mayo, Juneteenth, Fourth of July. HalbwaeNHarvest, Thanksgiving and Winter Holiday neighborhood celebrations • Provide access for the PARCS Senior HoMeals Program H applicable at the Center. Summary of CBO pawning Recuiroments CBOs will be In regular contact with PARCS staff via monthly meetings and site Inspections. In additi0n me following opening will occur as follows: Quarterly: 1, A Iocebon-specific program calendar shall ba submitted to City and continuously posted for public display at the Center. SsmLAnnuallyi 1. Submit a report regarding performance of Programs offered at the site. Annually: 1. A draft annual program plan for Ciryapproval. 2. An organizational chart with a list of staff employees by title. 3. Names and addresses of cunant members of the Board of Directors. 4. A CPA Compiled annual fnandal report Including sources of funding and any constraints on receivable or received funds. S. Proof that services aro still aveibble and quantitative repods of semces provided all boo preceding year. 6. Proof of Insurance as set forth in Exhibit B. As Modllred.- 1. Provide CM with job descriptions of all volunteerand paid positions. 2. For all programs for which a fee will be charged. CBO must submit a detailed description of the program to the Director at least 0teen (15) days prior M me Initiation of the program. FISCALIMPACT Approval of the attached Agreements will have no addtional impact to the General Fund. Faclfdy maintenance, utilities, and feldAandsrape maintenance have been budgeted at minimum levels for all neighborhood center sites in FV 2011. As noted above, gas 8 electric expenses incurred at the Centers that are more than 105.00% above cunent levels will be reimbursed to the City. Attachments: Agreement with Reading and Beyond for Lead Agency Operation of Einstein Center Agreement with First Baptist Church for Lead Agency Operation of Lafayette Center Agreement with United One Productions for Lead Agency Operation of Mary Ella Brown Center