HomeMy WebLinkAboutFresno Business CouncilSan Joaquin Vly Mf Alliance Grant Agreement 1.4.2023 L/UI.U,IJylI CIIVCIUptC IU. FL/IUr 15U-I4r r-w l+r I-�COIJ-OG:JVVCMOliU05
GRANT AGREEMENT BETWEEN
THE CITY OF FRESNO AND FRESNO BUSINESS COUNCIL/SAN JOAQUIN
VALLEY MANUFACTURING ALLIANCE (SJVMA) REGARDING FUNDING UNDER
THE AMERICAN RESCUE PLAN ACT FOR RESEARCH AND DEVELOPMENT TO
GROW THE MANUFACTURING INDUSTRY IN FRESNO
THIS GRANT AGREEMENT (AGREEMENT) is made and entered into effective
upon execution by both parties (the Effective Date), by and between the CITY OF
FRESNO (the CITY), and FRESNO BUSINESS COUNCIL/SAN JOAQUIN VALLEY
MANUFACTURING ALLIANCE (GRANTEE), to provide funding to create a research and
development center for manufacturing, provide for internship and externship opportunities
for students and faculty and build upon current SJVMA resources to grow the
manufacturing industry.
RECITALS
WHEREAS, there is an increased need for skilled manufacturing workers in the
City of Fresno and a greater understanding for the manufacturing industry as a whole;
and
WHEREAS, the City desires to provide funds to assist GRANTEE in providing a
research and development center dedicated to manufacturing, providing opportunities for
intern and externships for students and faculty interesting in manufacturing, and building
upon current SJVMA resources in order to grow the manufacturing industry; and
WHEREAS, GRANTEE represents it desires to and is professionally and legally
capable of immediately providing these services for City of Fresno residents; and
WHEREAS, GRANTEE acknowledges that grant funds being provided under this
Agreement will be derived from the City's allocation under the American Rescue Plan Act
(Pub.L. 117-2) (hereinafter "ARPA"), and is subject to any constraints set forth therein
including but not limited to, the Coronavirus State and Local Fiscal Recovery Funds
(CSLFRF) Final Rule (31 CFR Part 35); and
WHEREAS, this Agreement will be administered for the City by its City Manager
or its designee.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants,
conditions, and premises hereinafter contained to be kept and performed by the
respective parties, it is mutually agreed as follows:
1. Scope of Services. GRANTEE shall perform to the satisfaction of the CITY
the services described in Exhibit A, including all work incidental to, or necessary to
perform, such services even though not specifically described in Exhibit A.
2. Grant Amount. City shall provide GRANTEE the amount of $578,040 for
the services described in Exhibit A. One-half of the grant amount shall be distributed
once the contract is fully executed, with the other half being distributed after successful
completion of a performance review.
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3. Term of Agreement and Time for Performance. This Agreement shall be
effective from the Effective Date through 12 months subject to earlier termination in
accordance with this Agreement. The services as described in Exhibit A are to
commence upon the Effective Date and shall be completed prior to expiration of this
Agreement and in accordance with any performance schedule set forth in Exhibit A.
4. Amendment to Increase or Decrease Scope of Services: The parties may
modify this Agreement to increase or decrease the scope of services or provide for the
rendition of services not required by this Agreement, which modification may include an
adjustment to GRANTEE's compensation. Any change in the scope of services must be
made by written amendment to the Agreement signed by an authorized representative
for each party. GRANTEE shall not be entitled to any additional compensation if services
are performed prior to a signed written amendment.
5. Termination. Remedies and Force Ma'eure.
(a) This Agreement shall terminate without any liability of the City or to
GRANTEE upon the earlier of: (i) GRANTEE filing for protection under the federal
bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a third
party against GRANTEE; (ii) seven calendar days prior written notice with or without
cause by the City to GRANTEE; (iii) the City's non-appropriation of funds sufficient to
meet its obligations hereunder during any City fiscal year of this Agreement, or insufficient
funding for the Project; or (iv) expiration of this Agreement.
(b) Immediately upon any termination or expiration of this Agreement,
GRANTEE shall (i) immediately stop all work hereunder; (ii) immediately cause any and
all of its subcontractors to cease work; and (iii) return to the City any and all unearned
payments and all properties and materials in the possession of GRANTEE that are owned
by the City. Subject to the terms of this Agreement, GRANTEE shall be paid
compensation for services satisfactorily performed prior to the effective date of
termination. GRANTEE shall not be paid for any work or services performed or costs
incurred which reasonably could have been avoided.
(c) In the event of termination due to failure of GRANTEE to satisfactorily
perform in accordance with the terms of this Agreement, the City may withhold an amount
that would otherwise be payable as an offset to, but not in excess of, the City's damages
caused by such failure. In no event shall any payment by the City pursuant to this
Agreement constitute a waiver by the City of any breach of this Agreement which may
then exist on the part of the GRANTEE, nor shall such payment impair or prejudice any
remedy available to the City with respect to the breach.
(d) Upon any breach of this Agreement by the GRANTEE, the City may
(i) exercise any right, remedy (in contract, law or equity), or privilege which may be
available to it under applicable laws of the State of California or any other applicable law;
(ii) proceed by appropriate court action to enforce the terms of the Agreement; and/or (iii)
recover all direct, indirect, consequential, economic, and incidental damages for the
breach of the Agreement. If it is determined that the City improperly terminated this
Agreement for default, such termination shall be deemed a termination for convenience.
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(e) GRANTEE shall provide the City with adequate written assurances
of future performance, upon the Administrator's request, in the event GRANTEE fails to
comply with any terms or conditions of this Agreement.
(f) GRANTEE shall be liable for default unless nonperformance is
caused by an occurrence beyond the reasonable control of GRANTEE and without its
fault or negligence such as, acts of God or the public enemy, acts of the City in its
contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually
severe weather, and delays of common carriers. GRANTEE shall notify the City in writing
as soon as it is reasonably possible after the commencement of any excusable delay,
setting forth the full particulars in connection therewith, and shall remedy such occurrence
with all reasonable dispatch, and shall promptly give written notice to the Administrator of
the cessation of such occurrence.
6. Confidential Information and Ownership of Documents.
(a) Any reports, information, or other data prepared or assembled by
GRANTEE pursuant to this Agreement shall not be made available to any individual or
organization by GRANTEE without the prior written approval of the City. During the term
of this Agreement, and thereafter, GRANTEE shall not, without the prior written consent
of the City, disclose to anyone any Confidential Information. The term "Confidential
Information" for the purposes of this Agreement shall include all proprietary and
confidential information of the City, including but not limited to business plans, marketing
plans, financial information, materials, compilations, documents, instruments, models,
source or object codes, and other information disclosed or submitted, orally, in writing, or
by any other medium or media. All Confidential Information shall be and remain
confidential and proprietary in the City.
(b) Any and all writings and documents prepared or provided by
GRANTEE pursuant to this Agreement, including without limitation grant applications and
supporting documents, are the property of the City at the time of preparation and shall be
turned over to the City upon expiration or termination of the Agreement. Copies of grant
applications and supporting documents shall be promptly provided to City during the term
of this Agreement. GRANTEE shall not permit the reproduction or use thereof by any
other person except as otherwise expressly provided herein.
(c) If GRANTEE should subcontract all or any portion of the services to
be performed under this Agreement, GRANTEE shall cause each subcontractor to also
comply with the requirements of this Section 6.
(d) This Section 6 shall survive expiration or termination of this
Agreement.
7. Professional Skill. It is further mutually understood and agreed by and
between the parties hereto that inasmuch as GRANTEE represents to the City that
GRANTEE and its subcontractors, if any, are skilled in the profession and shall perform
in accordance with the standards of said profession necessary to perform the services
agreed to be done by it under this Agreement, the City relies upon the skill of the
GRANTEE and any subcontractors to do and perform such services in a skillful manner
and the GRANTEE agrees to thus perform the services and require the same of any
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subcontractors. Therefore, any acceptance of such services by the City shall not operate
as a release of GRANTEE or any subcontractors from said professional standards.
8. Indemnification.
To the furthest extent allowed by law, GRANTEE 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), and from any and all claims, demands and actions in law or equity
(including reasonable attorney's fees and litigation expenses) that arise out of, pertain to,
or relate to the negligence, recklessness or willful misconduct of GRANTEE, its principals,
officers, employees, agents or volunteers in the performance of this Agreement.
If GRANTEE should subcontract all or any portion of the services to be performed
under this Agreement, GRANTEE 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.
Notwithstanding the aforementioned,_GRANTEE recognizes that the source of
funds for the grant to be provided hereunder is the City's allocation from the ARPA. To
this end GRANTEE shall, without limitation, indemnify the City, and each of its officers,
officials, employees, agents, and volunteers from any and all loss, liability, fines,
penalties, forfeitures, costs and damages incurred by the City 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 or indirectly from the negligent or intentional acts
or omissions, or willful misconduct of GRANTEE or any of its officers, officials, employees,
agents, or volunteers in the performance of this Agreement and compliance with ARPA.
This section shall survive termination or expiration of this Agreement.
9. Insurance. GRANTEE shall comply with all of the insurance requirements
in Exhibit B to this Agreement.
10. Conflict of Interest and Non-Solicitation.
(a) Prior to the City's execution of this Agreement, GRANTEE shall
complete a City of Fresno conflict of interest disclosure statement in the form as set forth
in Exhibit C. During the term of this Agreement, GRANTEE shall have the obligation and
duty to immediately notify the City in writing of any change to the information provided by
GRANTEE in such statement.
(b) GRANTEE shall comply, and require its subcontractors to comply,
with all applicable (i) professional canons and requirements governing avoidance of
impermissible client conflicts; and (ii) federal, state and local conflict of interest laws and
regulations including, without limitation, California Government Code Section 1090 et.
seq., the California Political Reform Act (California Government Code Section 87100 et.
seq.) and the regulations of the Fair Political Practices Commission concerning disclosure
and disqualification (2 California Code of Regulations Section 18700 et. seq.). At any
time, upon written request of the City, GRANTEE shall provide a written opinion of its
legal counsel and that of any subcontractor that, after a due diligent inquiry, GRANTEE
and the respective subcontractor(s) are in full compliance with all laws and regulations.
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GRANTEE shall take, and require its subcontractors to take, reasonable steps to avoid
any appearance of a conflict of interest. Upon discovery of any facts giving rise to the
appearance of a conflict of interest, GRANTEE shall immediately notify the City of these
facts in writing.
(c) In performing the work or services to be provided hereunder,
GRANTEE shall not employ or retain the services of any person while such person either
is employed by the City or is a member of any City council, commission, board,
committee, or similar City body. This requirement may be waived in writing by the City
Manager, if no actual or potential conflict is involved.
(d) GRANTEE represents and warrants that it has not paid or agreed to
pay any compensation, contingent or otherwise, direct or indirect, to solicit or procure this
Agreement or any rights/benefits hereunder.
(e) Neither GRANTEE, nor any of GRANTEE subcontractors performing
any services on this Project, shall bid for, assist anyone in the preparation of a bid for, or
perform any services pursuant to, any other contract in connection with this Project unless
fully disclosed to and approved by the City Manager, in advance and in writing.
GRANTEE and any of its subcontractors shall have no interest, direct or indirect, in any
other contract with a third party in connection with this Project unless such interest is in
accordance with all applicable law and fully disclosed to and approved by the City
Manager, in advance and in writing. Notwithstanding any approval given by the City
Manager under this provision, GRANTEE shall remain responsible for complying with
Section 10(b), above.
(f) If GRANTEE should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, GRANTEE shall include the
provisions of this Section 10 in each subcontract and require its subcontractors to comply
therewith.
(g) This Section 10 shall survive expiration or termination of this
Agreement.
11. ARPA Compliance and Certification. GRANTEE shall submit only those
expenditures which are eligible for payment and in compliance with the allowable
expenditures, including the following eligibility requirements:
GRANTEE shall provide the City with quarterly expenditure and performance
reports, as defined in the Final Rule and Treasury Department's SLFRF Compliance and
Reporting Guidance (CRG). GRANTEE shall also provide an annual report as required
under the CRG. These reports shall be in a form specified under the CRG and shall be
accompanied by invoices and receipts that substantiate the figures on the expenditure
report. Additionally, a certification signed by the Chief Executive or designee of
GRANTEE certifying that the uses of the grant funds are consistent with those allowed
under ARPA, shall be included with the expenditure report and substantiating
documentation. As required by the 2 CFR Part 170, Appendix A award term regarding
reporting subaward and executive compensation, recipients must also report the names
and total compensation of their five most highly compensated executives and their
subrecipients' executives for the preceding completed fiscal year if (1) the recipient
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received 80 percent or more of its annual gross revenues from Federal procurement
contracts (and subcontracts) and Federal financial assistance subject to the
Transparency Act, as defined at 2 CFR 170.320 (and subawards), and received
$25,000,000 or more in annual gross revenues from Federal procurement contracts (and
subcontracts) and Federal financial assistance subject to the Transparency Act (and
subawards), and (2) if the information is not otherwise public. If the GRANTEE is already
disclosing this information as part of another agreement involving Federal monies,
GRANTEE shall provide documentation to the City that it is fulfilling this requirement.
GRANTEE's failure to provide a Certification, or provide either the quarterly or annual
expenditure/performance reports may be considered a default of this Agreement under
Section 5 of this agreement. If GRANTEE is found to have provided services to ineligible
individual, households, or entities or made an ineligible expenditure, CITY shall have the
right to reclaim a dollar amount from the GRANTEE that is equal to the amount
determined to be ineligible.
12. General Terms.
(a) Except as otherwise provided by law, all notices expressly required
of the City within the body of this Agreement, and not otherwise specifically provided for,
shall be effective only if signed by the City Manager or designee.
(b) The City is required under 2 CFR 200.332 to manage and monitor
subrecipient compliance with ARPA guidance. Accordingly, GRANTEE agrees to permit
City staff to conduct one performance review during the term of this agreement. City has
the right to conduct additional performance reviews both during the term of this agreement
and after the agreement's term should the City believe these reviews are necessary.
Records of GRANTEE expenses pertaining to the Project shall be kept on a generally
recognized accounting basis and shall be available to the City or its authorized
representatives upon request during regular business hours throughout the life of this
Agreement and for a period of three years after final payment or, if longer, for any period
required by law. Records related to GRANTEE's performance metrics shall be made
available and retained for the same time periods as the Project's expense data.
GRANTEE shall furthermore comply with all funding requirements as set forth in ARPA.
If GRANTEE fails to provide City staff access or documentation necessary to conduct a
City-requested performance review, City may terminate this Agreement in accordance
with Section 5.
In addition, all books, documents, papers, and records of GRANTEE
pertaining to the Project shall be available for the purpose of making audits, examinations,
excerpts, and transcriptions for the same period of time. If any litigation, claim,
negotiations, audit, or other action is commenced before the expiration of said time
period, all records shall be retained and made available to the City until such action is
resolved, or until the end of said time period whichever shall later occur. If GRANTEE
should subcontract all or any portion of the services to be performed under this
Agreement, GRANTEE shall cause each subcontractor to also comply with the
requirements of this paragraph. This Section 12(b) shall survive expiration or termination
of this Agreement.
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(c) Prior to execution of this Agreement by the City, GRANTEE shall
have provided evidence to the City that GRANTEE is licensed to perform the services
called for by this Agreement (or that no license is required). If GRANTEE should
subcontract all or any portion of the work or services to be performed under this
Agreement, GRANTEE shall require each subcontractor to provide evidence to the City
that subcontractor is licensed to perform the services called for by this Agreement (or that
no license is required) before beginning work.
(d) Prior to execution of this Agreement by the City, GRANTEE will
permit City staff to conduct a subrecipient risk assessment, as required under the Uniform
Guidance (2 CFR 200.332(b)). Failure to allow City staff to conduct this subrecipient risk
assessment may result in the City terminating this Agreement in accordance with Section
5. Additionally, the GRANTEE's failure to be certified by City staff at the end of the risk
assessment as having adequate internal controls to manage the funding provided in this
agreement may result in the City terminating this Agreement in accordance with Section
5.
13. Nondiscrimination. To the extent required by controlling federal, state, and
local law, GRANTEE shall not employ discriminatory practices in the provision of services,
employment of personnel, or in any other respect 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. Subject to the foregoing and during the performance of this
Agreement, GRANTEE agrees as follows:
(a) GRANTEE will comply with all applicable laws and regulations
providing that no person shall, on the grounds 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 be excluded from participation in, be denied the benefits of, or be subject to
discrimination under any program or activity made possible by or resulting from this
Agreement.
(b) GRANTEE will not discriminate against any employee or applicant
for employment because 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. GRANTEE shall
ensure that applicants are employed, and the employees are treated during employment,
without regard to their 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. Such requirement
shall apply to GRANTEE's employment practices including, but not be limited to, the
following: employment, upgrading, demotion or transfer; recruitment or recruitment
advertising; layoff or termination; rates of pay or other forms of compensation; and
selection for training, including apprenticeship. GRANTEE agrees to post in conspicuous
places, available to employees and applicants for employment, notices setting forth the
provision of this nondiscrimination clause.
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(c) GRANTEE will, in all solicitations or advertisements for employees
placed by or on behalf of GRANTEE in pursuit hereof, state that all qualified applicants
will receive consideration for employment without regard to 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.
(d) GRANTEE will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or understanding, a
notice advising such labor union or workers' representatives of the GRANTEE's
commitment under this section and shall post copies of the notice in conspicuous places
available to employees and applicants for employment.
(e) If GRANTEE should subcontract all or any portion of the services to
be performed under this Agreement, GRANTEE shall cause each subcontractor to also
comply with the requirements of this Section 13.
14. Independent Contractor.
(a) In the furnishing of the services provided for herein, GRANTEE is
acting solely as an independent contractor. Neither GRANTEE, nor any of its officers,
agents, or employees shall be deemed an officer, agent, employee, joint venturer,
partner, or associate of the City for any purpose. The City shall have no right to control
or supervise or direct the manner or method by which GRANTEE shall perform its work
and functions. However, the City shall retain the right to administer this Agreement so as
to verify that GRANTEE is performing its obligations in accordance with the terms and
conditions thereof.
(b) This Agreement does not evidence a partnership or joint venture
between GRANTEE and the City. GRANTEE shall have no authority to bind the City
absent the City's express written consent. Except to the extent otherwise provided in this
Agreement, GRANTEE shall bear its own costs and expenses in pursuit thereof.
(c) Because of its status as an independent contractor, GRANTEE and
its officers, agents, and employees shall have absolutely no right to employment rights
and benefits available to City employees. GRANTEE shall be solely liable and
responsible for all payroll and tax withholding and for providing to, or on behalf of, its
employees all employee benefits including, without limitation, health, welfare, and
retirement benefits. In addition, together with its other obligations under this Agreement,
GRANTEE shall be solely responsible, indemnify, defend and save the City harmless
from all matters relating to employment and tax withholding for and payment of
GRANTEE's employees, including, without limitation, (i) compliance with Social Security
and unemployment insurance withholding, payment of workers' compensation benefits,
and all other laws and regulations governing matters of employee withholding, taxes and
payment; and (ii) any claim of right or interest in the City's employment benefits,
entitlements, programs and/or funds offered employees of the City whether arising by
reason of any common law, de facto, leased, or co-employee rights or other theory. It is
acknowledged that during the term of this Agreement, GRANTEE may be providing
services to others unrelated to the City or to this Agreement.
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15. Notices. Any notice required or intended to be given to either party under
the terms of this Agreement shall be in writing and shall be deemed to be duly given if
delivered personally, transmitted by facsimile followed by telephone confirmation of
receipt, or sent by United States registered or certified mail, with postage prepaid, return
receipt requested, addressed to the party to which notice is to be given at the party's
address set forth on the signature page of this Agreement or at such other address as the
parties may from time to time designate by written notice. Notices served by United
States mail in the manner above described shall be deemed sufficiently served or given
at the time of the mailing thereof.
16. Binding. Once this Agreement is signed by all parties, it shall be binding
upon, and shall inure to the benefit of, all parties, and each parties' respective heirs,
successors, assigns, transferees, agents, servants, employees, and representatives.
17. Assignment.
(a) This Agreement is personal to GRANTEE and there shall be no
assignment by GRANTEE of its rights or obligations under this Agreement without the
prior written approval of the City Manager or designee. Any attempted assignment by
GRANTEE, its successors or assigns, shall be null and void unless approved in writing
by the City Manager or designee.
(b) GRANTEE hereby agrees not to assign the payment of any monies
due GRANTEE from the City under the terms of this Agreement to any other individual(s),
corporation(s), or entity(ies). The City retains the right to pay any and all monies due the
GRANTEE directly to the GRANTEE.
18. Compliance With Law. In providing the services required under this
Agreement, GRANTEE shall at all times comply with all applicable laws of the United
States, including but not limited to, the Americans with Disabilities Act (42 U.S.C. § 12101
et seq.), the State of California and the City, and all other applicable regulations
promulgated by federal, state, regional, or local administrative and regulatory agencies,
now in force and as they may be enacted, issued, or amended during the term of this
Agreement. In addition, GRANTOR elects to receive funds from the Secretary under
ARPA and will use the funds in a manner consistent with such section.
19. Waiver. The waiver by either party of a breach by the other of any provision
of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent
breach of either the same or a different provision of this Agreement. No provisions of this
Agreement may be waived unless in writing and signed by all parties to this Agreement.
Waiver of any one provision herein shall not be deemed to be a waiver of any other
provision herein.
20. Governing Law and Venue. This Agreement shall be governed by, and
construed and enforced in accordance with, the laws of the State of California, excluding,
however, any conflict of laws rule which would apply the law of another jurisdiction. Venue
for purposes of the filing of any action regarding the enforcement or interpretation of this
Agreement and any rights and duties hereunder shall be Fresno County, California.
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21. Headings. The section headings in this Agreement 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 Agreement.
22. Severabili�. The provisions of this Agreement are severable. The
invalidity, or unenforceability of any one provision in this Agreement shall not affect the
other provisions.
23. Interpretation. The parties acknowledge that this Agreement in its final form
is the result of the combined efforts of the parties and that, should any provision of this
Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved
by construing this Agreement in favor of or against either party, but rather by construing
the terms in accordance with their generally accepted meaning.
24. Attorne 's Fees. If either party is required to commence any proceeding or
legal action to enforce or interpret any term, covenant or condition of this Agreement, the
prevailing party in such proceeding or action shall be entitled to recover from the other
party its reasonable attorney's fees and legal expenses.
25. Exhibits. Each exhibit and attachment referenced in this Agreement is, by
the reference, incorporated into and made a part of this Agreement.
26. Precedence of Documents. In the event of any conflict between the body
of this Agreement and any exhibit or attachment hereto, the terms and conditions of the
body of this Agreement shall control and take precedence over the terms and conditions
expressed within the exhibit or attachment. Furthermore, any terms or conditions
contained within any exhibit or attachment hereto which purport to modify the allocation
of risk between the parties, provided for within the body of this Agreement, shall be null
and void.
27. Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at law or in
equity.
28. No Third Party Beneficiaries. The rights, interests, duties, and obligations
defined within this Agreement are intended for the specific parties hereto as identified in
the preamble of this Agreement. Notwithstanding anything stated to the contrary in this
Agreement, it is not intended that any rights or interests in this Agreement benefit or flow
to the interest of any third parties.
29. Extent of Agreement. Each party acknowledges that they have read and
fully understand the contents of this Agreement. This Agreement represents the entire
and integrated agreement between the parties with respect to the subject matter hereof
and supersedes all prior negotiations, representations or agreements, either written or
oral. This Agreement may be modified only by written instrument duly authorized and
executed by both the City and GRANTEE.
[SIGNATURES FOLLOW ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
California, on the day and year first above written.
CITY OF FRESNO, FRESNO BUSINESS COUNCIL/SAN
a California municipal corporation JOAQUIN VALLEY MANUFACTURING
DocuSigned by: ALLIANCE,
Fl��, 1/4/2023 a California nonprofit corporation
By: C. —DocuSigned by:
Georgeanne'A. White Date Vt,l raL Naaki\u&
City Manager, City of Fresno By:
••5 7 .n
Name: Deborah Nankivell
APPROVED AS TO FORM:
ANDREW JANZ Title: CEO
City Attgrn9 (If corporation or LLC., Board Chair,
ocu 1 ed by:
Pr�&,,gl,eyb[pe Pres.)
gK,�, � f 1/4/2023
By: By:
Ange a arst Date .,
Deputy City Attorney Name: Genel l e Taylor Kumpe
ATTEST:
TODD STERMER, CMC Title: coo
City (If corporation or LLC., CFO,
uSlgneu by:
Treasurer, Secretary or Assistant
By:
1iVA qbw 1/4/2023 Secretary)
.89 CAEel
Deputy T1 na Your Date
Addresses:
CITY: FRESNO BUSINESS COUNCIL/SAN
City of Fresno — Grant Management Unit JOAQUIN VALLEY
Attention: Courtney Espinoza MANUFACTURING ALLIANCE
Business Manager Attention: Genelle Taylor Kumpe
2600 Fresno Street PO Box 26807
Fresno, CA 93721 Fresno, CA 93720
Phone: (559) 621-7008 Phone: (559) 250-0453
FAX: (559) 457-1541
Attachments:
1. Exhibit A - Scope of Work, Budget and Metrics
2. Exhibit B - Insurance Requirements
3. Exhibit C - Conflict of Interest Disclosure Form
Page 11 of 23
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EXHIBIT A
Scope of Work, Budget and Metrics
Executive Summa
This one-year project to create an R&D center for manufacturing, open extensive
internship and externships for students and faculty, and create more firsthand
experiences between businesses and education will build upon San Joaquin Valley
Manufacturing Alliance (SJVMA's) Manufacturing Growth Plan to develop resources to
grow manufacturing companies and better prepare residents of our region for quality jobs
that provide upward mobility. The primary focus and all services that are detailed within
this proposal is economic recovery from the COVID-19 Pandemic and strengthening the
advanced manufacturing sector in the greater Fresno area now and for the future.
We will conduct a range of accelerated, coordinated activities to support the advanced
manufacturing sector through the SJVMA with support from Fresno State. Additionally,
we plan to use this opportunity to recruit more manufacturers to our region and to
support the growth of existing companies. Through collaboration with the university and
other local community-based organizations, businesses and economic developers in
the City and County of Fresno, this project aims to build a world-class ecosystem that
will support the growth of manufacturing and open the opportunity for more, good
paying jobs in our city and region.
The COVID-19 pandemic has had an unprecedented negative impact on the nation's
businesses and economy, and the Fresno region was no exception. In fact, with
wildfires and other natural disasters in the state, the impact of this health emergency
was even more challenging than in some other locations. While other industries are
important and will be advanced through the San Joaquin Valley Manufacturing
Alliance's continuing work in economic development, manufacturing and related
industries are our best shot at long-term recovery.
Due to COVID-19 and supply chain problems, more people understand the national
implications of depending upon other countries for vital goods and the price communities
have paid for offshoring essential industries in terms of lost jobs and the taxes needed
to pay for public services. Even environmentalists are recognizing halting production and
over-regulation in our country simply sent manufacturers to places without restrictions,
increasing global pollution in production and transport. Now with supply chain problems,
it has been further underscored that we must make more of an effort to re-shore
companies that moved overseas and welcome them with supportive systems to
manufacture in our region.
Fresno has created the assets to link, align, leverage and achieve scale in
manufacturing, but we need a competitive ecosystem to do it. We already have some
amazing resources that support inclusive economic development in Fresno and our
region. This list certainly does not contain them all, SJVMA is over 1,400 members
strong - with 400+ manufacturing members. Just with the manufacturers surveyed
Jan 2016 — Oct 2020, the economic impact of our networks working together have
Page 12 of 23
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increased or retained sales of $105.4 million; increased or retained 2,836 jobs; and
saved manufacturers over $101.3 million.
Because Fresno is a demonstration site, our networks have been able to grow both
vertically and horizontally as we have connected local leaders and organizations.
Culture is central.
Unlike big urban areas, Fresno has a diverse population of do it yourself, innovative
people who are learning how to collaborate at design, hands on and funding.
Manufacturing is one of the most patriotic industries in the nation. The makers, doers,
and creators flock to it and create opportunities for entrepreneurship in manufacturing.
Services Description
This project will help attract companies and jobs by-providing advanced research and
development opportunities at costs businesses can afford; building workforce skills and
placing students with businesses; and attention to innovation for sustainability. We
believe we can double the growth rate of manufacturing jobs in Fresno from —2% P.A.
to —4% P.A. but should not wait for success to happen organically. Success will take the
efforts of many, extensive community engagement with students, educators, and
businesses. With the support of this grant, we will achieve our objectives by growing
manufacturing through several key activities:
1) Kick-start and provide business input into developing much-needed
Research & Development Facilities. An important key to competitiveness in attracting
and growing manufacturing businesses is the presence of R&D facilities — something
many other regions have, but we do not. Through this project, we will develop and
provide start-up support and business outreach to the creation of a research and
development arm: the Center for Engineering Innovation and Design (CENID).
SJVMA member-supported research and development will be located at Fresno State,
where services will be offered to existing and new businesses. SJVMA will conduct
outreach to the manufacturing community and coordinate business support. To
leverage this grant further, members of the Alliance have pledged to contribute to
CENID.
In the next 6-8 months Fresno State will recruit the CENID Director and Project Engineer.
The funding we will have between the city's funds and one-year of university funding of
$100K will allow for 1-year of minimal staffing. Within the first year, we will need to
identify additional sources of support. The Center Director will help with the startup of
the Center, identify companies to partner with on projects and assemble the CENID
team. The Project Engineer will provide technical services, supervise student interns,
and participate on design teams.
2) Provide opportunities for hands-on workforce education and direct
connections to businesses that will lead to good paying jobs. Career Nexus
Internships will place students from disadvantaged neighborhoods within Advanced
Page 13 of 23
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Manufacturing companies as well as within CENID to work directly on company projects.
Through its collaborative relationships, meetings, publications, website, and public
service announcements, SJVMA will recruit companies and students with a target of 80
placements during the grant period. We know that work-based learning opportunities
(internships) are a great, successful way to develop individuals and their skills, which in
turn enhances the workplace and the pipeline of workforce.
Internships take the learning outside of books and the classroom and place it into hands-
on learning in the workplace. Career Nexus will provide an easy onramp for hands-on
learning because it takes on the role of the employer of record and pays the interns,
instead of the liability being placed on the employers. During and after each internship,
SJVMA will follow up with students and manufacturers to gather their input for future
improvements to the program. We will also track the number of students who are offered
permanent positions following their internship and follow up with companies that wish to
participate in the program in future years, thereby helping us to sustain the program
beyond the life of this first year and grant cycle.
3) Externships. Faculty (K-12, Community College & Fresno state) will be placed in
short durations within advanced manufacturing companies to learn what skill sets are
necessary and relevant today and what may be needed in the next five years. Our goal
will be 10 faculty placed during summer/winter breaks. Faculty externships help
instructors to see technology and operations and what skillsets are needed for our
region. Faculty typically spend 3-4 days at an employer site, which helps them to
develop and iterate their enlightened curricula during the school year. We will engage
with the faculty following their placements to capture their experiences, what they
learned that helped shape future curriculum and recommendations they have for the
success of future programs. We will have "exit interviews" with companies to learn
about their level of satisfaction, suggestions for improvements and interest in future
activities.
4) Provide additional networking, learning opportunities and business attraction
through the Manufacturing Summit (November 2022). For six years SJVMA has
hosted a success annual conference that promotes manufacturing, the largest of its kind
in California. Aside from celebrating and highlighting our advanced manufacturing
excellence in the region, we explained the Return on Investment (ROI) of a triple bottom
line focus by all three E's—economic, equity and environment, provided tools and
resources to develop the knowledge, skills, and attributes of a civic steward, learned the
importance of core industries to all sectors—ripple effect—and the community of jobs
available. In 2022, we are targeting 700 attendees, including 300 Fresno area students
and young people enrolled in workforce development training programs. During the
event we will engage with participants and provide numerous types of networking
activities. It is anticipated for 75 interviews with potential hires and manufacturing
companies to occur, and 11 breakout educational sessions.
ARPA funding will subsidize the costs and assist with putting on the event and allowing
these important activities to occur between manufacturers, suppliers, educators and
Page 14 of 23
LJUL;U0191I CI IVCIVFIC IU. rLJ I.Jr lzw-14rr-41,r I-)
potential workforce. With the increase in cost due to inflation, COVID residuals and
supply chain delays and scarcity, the ARPA funds will help offset these cost increases.
The CEO will be responsible for overseeing all logistics of putting on the Summit. There
is all the coordination of securing sponsorships, exhibitors, vendors, negotiating
contracts, breakout session speakers, keynote speaker, VIP event, marketing the event,
coordinating media, and much more. The Summit takes months to plan and execute and
the CEO will oversee coordination and execution of all of it to ensure success.
Goals and Objectives
SJVMA Program Management: The CEO/COO will spend approximately 30% of her time
managing activities under this grant, supported by the Fresno Business Council and
university. The following goals and objectives will be monitored and reported
Internships/ Externships: Place 80 interns with advanced manufacturing companies and
to directly work with CENID on company projects. We know that work-based learning
opportunities (internships) are a great, successful way to develop individuals and their
skills, which in turn enhances the workplace and the pipeline of workforce. Each intern
will learn the most important skill sets that employers identify: soft skills. Interns are taken
through soft skills training before internship placement. These soft skills include topics
like: Adaptability, Appearance, Body Language, Communication Skills, Digital Ethics and
Safety, Effective Listening, Empathy, Eye Contact, Hygiene, Interview Skills, Resilience,
Financial Literacy, Self-Awareness, Self-Control, Values and Attitudes. It is Career Nexus'
goal for interns to also become aware of what opportunities are available in our region,
what career paths they can choose, the expectations of employers and what work is like.
Identify and place 10 faculty members of K-12, community college and/or Fresno State
into externships with advanced manufacturing companies. The goal is to have the faculty
understand the skills needed from the workforce, for them to take that knowledge back to
the classroom and either modify current curricula to meet the needs of industry or develop
new curricula to fill in the gaps.
Manufacturing Summit: The lion's share of the budget for the annual summit will be
paid for by sponsorships, exhibitors, and registration fees. The $50,000 requested
here will cover the cost of the venue and initial outreach, which must be paid far in
advance of the summit to reserve space. The Summit will bring together over 700
attendees, including close to 300 students. We will provide 11 educational breakout
sessions. The Summit will also allow for 75 interviews between students and
companies and/or potential workforce.
CENID Director / Project Engineer: 12 month benefited positions. For effective
operations and long-term sustainability, CENID needs experienced leaders who
understand manufacturing, research and development, and university- industry
partnerships. The Project Engineer will provide technical services, supervise student
interns, and participate on design teams. These two positions will be funded by this
grant plus the funds Fresno State has dedicated to the project.
Page 15 of 23
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ProgramlProject Milestones and Timeline
Months 1-8 Hiring of CENID Director/Project Engineer. Work with schools and training
organizations for recruitment of manufacturing interns. Inform and recruit businesses to
host paid internships
Months 1-5 Finalize placement of students and faculty in internships and externships.
Outreach to businesses, schools, and training providers to participate in Annual
Manufacturing Summit conference.
Months 5-12 Develop protocols for receiving and delivering CENID projects and
establish operating procedures. Fresno State will work with SJVMA and other
organizations to begin securing consulting and project contracts for year-1 and beyond.
Write grant applications to funding agencies for future funds, develop a CENID industry
member program. Host annual Manufacturing Summit conference.
Program/Project_Metrics
While we are absolutely committed to program metrics, much of this work is culture
change. We are doing cross-industry collaborative work and making changes across
many levels. A national partner at McKinsey & Company said, "what's happening in
Fresno is not happening anywhere else in the nation."
• Hire Center for Engineering & Design (CENID) leadership and start securing
partnerships with industry.
• Host annual Valley Made Manufacturing Summit November 3. Measure number of
attendees(700), students (300), education sessions (11), interviews (75).
Place 80 interns within advanced manufacturing companies and/or CENID. Have
each intern complete soft skills training and receive the Career Nexus: Workplace
Readiness Certificate. Each intern completes 200 hours of a paid internship. 70%
of interns will represent the BIPOC community and/or have one or more barriers to
employment.
Place 10 faculty externs with advanced manufacturing companies. The faculty will come
away with a greater understanding of industry and the skills needed. Faculty will modify
and/or enhance their curricula based on what they learned during their externship.
Page 16 of 23
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BUDGET NARRATIVE
Organization Name:'San JoaQum Valley hlaru lactunng Alliance
E4mulllure Colig cry:,2.13 Other Economic.Support
(pick from list of expenditure categories lab)
ARPA for Community Based Organizations
IIIIIIIIIIIIIIIIIF
CEO of San Joaquin Way Man04l ruing Alliance(COO of Fresno Business Couro ensures all program :benefits)
ary+
OEO/C00 acW Wa and deliverables are met throughout the year.Will oversee grant activities,be City liaison,and Throughout the grant cycle 52,400 06
0 ctdata mA ors wcord' I.CE H •ble lot all isnics of iApr oo the 30%
IProjectEngineer/Director Funds�Allbe leveraged and used torecruillhe project Engineer and Direck5riortheCenr-rlorEngineer Throughout the grant cycleary+ 135,63101,
and DOE,n 0whwili he a slain o eraion on the Frasm State 00%
r
htaruFacWnng Summit Suppor<kr the 7th Annual Valley Made ManuFacludng Summit being hosted November 3,2022 atihe Jdy 1-November 30. 50,000.00 50.000"D0
Fresno CoMentson d Fr0ki3ilHB11.OIiSBl lne cost of ste Facillily rental jFre5vo Can•;arl3on and ExbibilMll I2023
I
Direct
.Service Typo a.
st
Indemshlps Career Nexus intems to be placed within advanced manufacturing companies and/orCENtlD for 200 Throughout the grant cycle x x ,272.000.00
vioniam Paid haws, S171hr
Exlemsi6ps K-12,Community College,Fresno State faculty to extem for 3A days et Wvnated mawsacWring Throughout the grant cycle 10 x$1,000 10.=.w
1companiem.
V I ICost Category:Administration
gdrryrushten Indued costs of grant administration(10%) Throughoutthe grantcycle t0%of$576,040
*add additional lines if needed,please ensure calculation are correct '=�
Page 17 of 23
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BUDGET
Organization Name:Fresno Business Council/San Joaquin Valley Manufacturing_Alliance
Expenditure Category: 2.13 Other Economic Support
(pick from list of expenditure categories tab)
ARPA for Community Based Organizations
CALCULATED TOTAL: $ 578,040.00 $ 1,340,000.00 $ 1,696,040.00
CATEGORYCOST DESCRIPT COST PER TOTAL TOTAL TOTAL PROJECT
COST
GRANT FUNDS
(Personnel ]CEO/COO $ 52,406.001 11 52,400.00 1 170,000.00 222,400.00
Personnel CENID Project E .1Dlreclor $ 135,836.00 1 135,836.00 100,000.00 235,836.00
iDirect Services Career Nexus Internships $ 17.00 16,000 272,000.00 800,000.00 810,000.00
Direct Services Faculty Extemships $ 1,000.00 10 10,000.00 50,000.00 100,000.00
10 erations Ivalley Made Manufacturing Summit $ 50,000.00 1 50,000.00 220,000.00 270,000.00
,Administration Indirect Costs(10%) 1$ 57,804.00 1 57,804.00 57,804.00
See the cost categories on Budget Narrative Tab for which cost categories to use.
Leverage is not required,however there is an opportunity to add Organization leverage to the program
REPORTING SCHEDULE
Please see the following reporting deadlines that are required by this grant. All reports
will be due on the dates below to the City of Fresno Grants Management Unit.
Quarterly Report — will be required on the dates listed below and will include required
narrative, program metrics and expenses to date. A quarterly reporting template will be
provided. Quarterly reporting will be required if project is operational during the
performance period.
Annual Report — will be required on the date below and is not dependent on when your
project started. An annual reporting template will be provided. Annual reporting will be
required if project is operational during the performance period.
Performance Period Quarterly Report Due
Grant Execution — 12/31/2022 1/13/2023
1/1/2023 — 3/31/2023 4/14/2023
4/1/2023 — 6/30/2023 7/14/2023
7/1/2023 — 9/30/2023 10/13/2023
10/1/2023 — 12/31/2023 1/12/2024
Performance Period Annual Report Due
Grant Execution — 6/30/2023 7/14/2023
7/1/2023 — 6/30/2024 7/12/2024
Page 18 of 23
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EXHIBIT B
Insurance Requirements
(a) Throughout the life of this Agreement, GRANTEE shall pay for and maintain
in full force and effect all insurance as required herein with an insurance company(ies)
either (i) admitted by the California Insurance Commissioner to do business in the State
of California and rated no less than "A-VII" in the Best's Insurance Rating Guide, or (ii) as
may be authorized in writing by CITY'S Risk Manager or designee at any time and in
his/her sole discretion. If the GRANTEE is self-insured, the following requirements will
outline the responsibility of the self-insured coverage. The required policies of insurance
as stated herein shall maintain limits of liability of not less than those amounts stated
therein. However, the insurance limits available to CITY and STATE and each of their
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.
(b) If at any time during the life of the Agreement or any extension, GRANTEE
fails to maintain any required insurance in full force and effect, all services and work under
this Agreement shall be discontinued immediately, and all payments due or that become
due to GRANTEE shall be withheld 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 Agreement. No action taken by CITY
pursuant to this section shall in any way relieve GRANTEE 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.
(c) The fact that insurance is obtained by GRANTEE shall not be deemed to
release or diminish the liability of GRANTEE, including, without limitation, liability under
the indemnity provisions of this Agreement. The duty to indemnify CITY and STATE by
GRANTEE 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 GRANTEE. Approval or purchase of any insurance
contracts or policies shall in no way relieve from liability nor limit the liability of GRANTEE,
vendors, suppliers, invitees, consultants, medical professionals, subcontractors,
consultants, or anyone employed directly or indirectly by any of them.
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
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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).
3. Workers' Compensation insurance as required by the State of California
and Employer's Liability Insurance.
4. Professional Liability (Errors and Omissions) insurance appropriate to
GRANTEE'S profession.
MINIMUM LIMITS OF INSURANCE
GRANTEE shall procure and maintain for the duration of the contract insurance with limits
of liability not less than those set forth below. However, insurance limits available to CITY
and STATE and each of their 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:
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:
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
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UMBRELLA OR EXCESS INSURANCE
In the event GRANTEE 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 and STATE and each of their officers, officials, employees, agents
and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
GRANTEE shall be responsible for payment of any deductibles contained in any
insurance policy(ies) required herein and GRANTEE shall also be responsible for
payment of any self-insured retentions. Any self-insured retentions must be declared on
the Certificate of Insurance, and approved by, the CITY'S Risk Manager or designee. At
the option of the CITY'S Risk Manager or designee, either:
(i) The insurer shall reduce or eliminate such self-insured retentions as
respects CITY and STATE or any of their officers, officials, employees,
agents and volunteers; or
(ii) GRANTEE shall provide a financial guarantee, satisfactory to CITY'S Risk
Manager or 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
(i) 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 calendar days' written notice has been given to
CITY, except ten days for nonpayment of premium. GRANTEE 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,
GRANTEE 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, GRANTEE shall provide a new
certificate, and applicable endorsements, evidencing renewal of such policy
not less than fifteen calendar days prior to the expiration date of the expiring
policy.
(ii) The Commercial General and Automobile Liability insurance policies shall
be written on an occurrence form.
(iii) The Commercial General and Automobile Liability insurance policies shall
be endorsed to name CITY and STATE and each of their officers, officials,
agents, employees and volunteers as an additional insured. GRANTEE
shall establish additional insured status for the CITY and STATE for all
Page 21 of 23
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ongoing and completed operations under the Commercial General Liability
policy by use of ISO Forms or an executed manuscript insurance company
endorsements providing additional insured status. The Commercial
General endorsements must be as broad as that contained in ISO Forms:
GC 20 10 11 85 or both CG 20 10 & CG 20 37.
(iv) The Commercial General and Automobile Liability insurance shall contain,
or be endorsed to contain, that the GRANTEE'S insurance shall be primary
to and require no contribution from the CITY or STATE. The Commercial
General Liability policy is required to include primary and non-contributory
coverage in favor of the CITY and STATE for both the ongoing and
completed operations coverage. These coverages shall contain no special
limitations on the scope of protection afforded to CITY and STATE and each
of their officers, officials, employees, agents and volunteers. If GRANTEE
maintains higher limits of liability than the minimums shown above, CITY
and STATE requires and shall be entitled to coverage for the higher limits
of liability maintained by GRANTEE.
(v) 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.
(vi) For any claims related to this Agreement, GRANTEE'S insurance coverage
shall be primary insurance with respect to the CITY and STATE and each
of their officers, officials, agents, employees and volunteers. Any insurance
or self-insurance maintained by the CITY and STATE and each of their
officers, officials, agents, employees and volunteers shall be excess of the
GRANTEE'S insurance and shall not contribute with it.
(vii) The Workers' Compensation insurance policy shall contain, or be endorsed
to contain, a waiver of subrogation as to CITY and STATE and each of their
officers, officials, agents, employees and volunteers.
(viii) The Commercial General and Automobile Liability insurance policies shall
contain, or be endorsed to contain, a waiver of subrogation as to CITY and
STATE and each of their officers, officials, agents, employees and
volunteers.
If the Professional Liability (Abuse & Molestation) 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 GRANTEE.
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.
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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 GRANTEE, GRANTEE
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.
PROVIDING OF DOCUMENTS - GRANTEE shall furnish CITY with all
certificate(s) and applicable endorsements effecting coverage required herein. All
certificates and applicable endorsements are to be received by CITY's Risk
Manager within a reasonable time after execution of this agreement. All non-
ISO endorsements amending policy coverage shall be executed by a licensed and
authorized agent or broker. Upon request of CITY, GRANTEE 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. All subcontractors working under the
direction of GRANTEE shall also be required to provide all documents noted
herein.
SUBCONTRACTORS- If GRANTEE subcontracts any or all of the services to be
performed under this Agreement, GRANTEE shall be solely responsible for
ensuring that its subcontractors maintain insurance coverage at levels no less than
those required by applicable law and is customary in the relevant industry and shall
indemnify CITY and STATE if failure to comply with this provision results in
damages to the CITY or the GRANTEE.
Page 23 of 23
UVI:UolylI CIIVtz:WpC IL/.FL/IJr IJV-I I-JCDI,-OLJVUr-M0'-IOJ
EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
YES* NO
1 Are you currently in litigation with the City of Fresno or any of ❑] �]
its agents?
2 Do you represent any firm, organization, or person who is in ❑
litigation with the City of Fresno?
3 Do you currently represent or perform work for any clients who 0 ❑
do business with the City of Fresno?
4 Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with ❑
the City of Fresno, or in a business which is in litigation with
the City of Fresno?
5 Are you or any of your principals, managers, or professionals,
related by blood or marriage to any City of Fresno employee ❑ x❑
who has any significant role in the subject matter of this
service?
6 Do you or any of your subcontractors have, or expect to have,
any interest, direct or indirect, in any other contract in ❑
connection with this Project?
* If the answer to any question is yes, please explain in full below.
Genelle Taylor Kumpe works with C r�u
Explanation: �r� ayyj9rks w coF for no charge.
101
Signa ure
12/28/2022
Date
Genelle Taylor Kumpe
(Name)
Fresno Business Council/s7vmanufacturing AlliancE
(Company)
PO Box 26807
(Address)
Fresno, CA 93720
C Additional page(s) attached.
(City, State Zip)