HomeMy WebLinkAboutAsian Business Institute & Resource Center - Grant Agrmnt - 1-4-2023UUUU0II9.II F-MmUFIC IL). OJUOO/1V 7-r COC�#/1l'/'OlF1L/-UJI.�V IUVU! IL
GRANT AGREEMENT BETWEEN
THE CITY OF FRESNO AND THE ASIAN BUSINESS INSTITUTE & RESOUCE CENTER
REGARDING FUNDING UNDER THE AMERICAN RESCUE PLAN ACT FOR BUSINESS
OUTREACH, TECHNICAL ASSISTANCE AND THE CROP BUYBACK PROGRAM
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 THE ASIAN BUSINESS INSTITUTE & RESOURCE CENTER (ABIRC)
(GRANTEE), to provide funding for local small business outreach and technical assistance,
and to reinstate the crop buyback program established in 2020.
RECITALS
WHEREAS, there is an increased need for outreach and technical assistance for
small businesses in Fresno along with financial assistance for agriculture related businesses;
and
WHEREAS, the City desires to provide funds to assist GRANTEE in providing small
business outreach and technical assistance for Southeast Asian and Black and Indigenous
People Of Color (BIPOC); and
WHEREAS, the City desires to provide funds to assist GRANTEE in reinstating the
Crop Buyback Program that was initiated by ABIRC during the COVID-19 pandemic; 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 $1,000,000 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.
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
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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 Maieure.
(a) This Agreement shall terminate without any liability of the City or to
GRANTEE upon the earlier of: (i) GRANTEE filing for protection underthe 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.
(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.
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(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 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
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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 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. 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
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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 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
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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.
(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
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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.
(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.
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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.
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,
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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.
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. Severabilit . 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
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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,
a California municipal corporation
DocuSigned by:
By:
`"" 1/4/2023
Georgeanne'A. White Date
City Manager, City of Fresno
APPROVED AS TO FORM:
ANDRE{]W�J►/ANZ
City At"Ange
cPby:
By:h, f 12/28/2022
arst Date
Deputy City Attorney
ATTEST:
TODDpST{{ERMER, CMC
City CI 17[h'1 fined by:
By: rinA G�OUV 1/4/2023
❑eputy your Date
Addresses:
CITY:
City of Fresno — Grants Management Unit
Attention: Courtney Espinoza
Business Manager
2600 Fresno Street
Fresno, CA 93721
Phone: (559) 621-7008
FAX: (559) 457-1541
ASIAN BUSINESS INSTITUTE &
RESOURCE CENTER
a California nonprofit corporation
Dacu5�grted by:
By:
NameKee xiong
Name -
Title: Executive Director
(If corporation or LLC., Board Chair, Pres.
or Vice Prys.)
By. F➢ocu ignu by:
Sf0jou �m
Name: Stan Tom
Title- chairman of the Board of Directors
(If corporation or LLC:, CFO, Treasurer,
Secretary or Assistant Secretary)
ASIAN BUSINESS INSTITUTE &
RESOURCE CENTER
Attention: Kee Xiong
4903 E Kings Canyon Road suite 241
Fresno, CA 93727
Phone: (559) 402-0067
Attachments:
1. Exhibit A - Scope of Work, Budget and Metrics
2. Exhibit B - Insurance Requirements
3. Exhibit C - Conflict of Interest Disclosure Form
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EXHIBIT A
Scope of Work Budget and Metrics
Executive Summary
The Asian Business Institute & Resource Center (ABIRC) aims to use City of Fresno
American Rescue Plan Act (ARPA) funding to continue the goals and mission of ABRIC's
Business Outreach and Technical Assistance and Crop Buy Back Program. The Business
Outreach and Technical Assistance Program seeks to provide technical assistance to
small Asian businesses and Black and Indigenous People of Color (BIPOC) in the City of
Fresno. Small Asian businesses have difficulty accessing and receiving local, state, and
federal resources and services because they are socially disadvantaged and have a
unique cultural and linguistic background. ABRIC intends to bring in direct federal, state,
and local dollars to small Asian businesses by providing technical assistance through
culturally appropriated service.
Furthermore, the COVID-19 pandemic has significantly impeded the sales of locally grown
produce grown by BIPOC farmers. These farmers could not apply for COVID-19 relief from
any local, state, or federal service because of the lack of financial documents. The Crop
Buy Back Program will help purchase local produce from these farmers in the City of
Fresno, all of which will be redistributed to residents within the city. ABRIC intends to
assist farmers by purchasing these business owners produce in order to provide fresh
produce to families in need.
Services Description
The main services we strive to provide for this program are as follows:
■ Outreach to both small Southeast Asian (SEA) A businesses and BIPOC farmers
Technical assistance to both small SEA businesses and BIPOC farmers
Communication with our community partner organizations to identify distributors for
the produce that is purchased
Alleviate the hardships faced by small SEA businesses and BIPOC farmers as a result
of the COVID-19 pandemic
In addition to this, ABIRC will also provide any other COVID-19 related services (e.g.,
applying for COVID-19 relief programs and increasing access to markets) as needed and
in accordance with our small SEA business and BIPOC farmer clients.
Goals and Objectives
The main goals and objectives of this program are as follows:
Provide outreach and technical assistance to at least 750 small SEA businesses and
socially disadvantaged BIPOC farmers that reside within the city of Fresno
■ Combat language and cultural barriers by being linguistically and culturally appropriate
Provide financial relief to socially disadvantaged Asian and BIPOC farmers who have
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been deeply impacted by the COVID-19 pandemic
• Create regional networks amongst our organization, community partner organizations,
and other organizations we have yet to reach
Even though these goals and objectives have been set in stone, more will potentially be
established as the program progresses.
Program/Project Milestones and Timeline
The anticipated program milestones include the following —impact at least 750 small SEA
businesses and socially disadvantaged Asian and BIPOC farmers, purchase crops
totaling $400,000.00 from these farmers and businesses over the span of one year,
redistribute the produce to identified families in need, and create a more sustainable
environment.
The timeline for this project can be seen in the table below:
Time Frame
January 2023 I Contact community partner
organizations/find distributors
February 202
December 2023
Throughout the
entirety of the
program
Outreach to small SEA businesses, As
and BIPOC farmers
Purchase all necessary supplies and
equipment
Find volunteers
Coordinate Crop Buyback events
- Communicate with partner
organizations, Asian and
BIPOC farmers
- Create inventory lists
- Coordinate with volunteers
- Package produce into
boxes/bags for
distribution
Complete the reports on a quarterly b
and communicate with the city of Fre
as needed
Conduct ABIRC team meetings
evaluate the program and determine
areas of weakness and strength
Provide technical assistance
Find volunteers
13
Performed by:
PS (lead)
ED, DD, and PA
PA (lead) and PS
Office Manager
PA (lead) and PS
PA and PS
PS (lead), ED, and DD
ED and DD (lead)
PS and PA
PA (lead) and PS
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Program/Project Metrics
The following are the measurable metrics that will be used for the Business Outreach
and Technical Assistance program-
1. Number of clients reached: participants that the programs encounter
(found through the sign -in sheets and/or applications)
2. Number of clients receiving TA: sign in sheets and applications
3. Types of TA: consultation, application for programs/services (loans,
grants, technical assistance, etc.): applications and limited case
management
4. Outcome of TA services: Services provided, grants/loans received, impact
of requested TA, etc.: limited case management
5. Other outcomes/results: limited case management
In addition, these are the measurable metrics for the Crop Buy Back Program-
1. Number of farmers served: application process
2. Services provided: applications, crops purchased, weight of crops obtained
3. Bags distributed: the number of bags that were created to give to food
insecure families
4. Community partners: organizations that participate in the Program, the type
of partnership provided, etc.
5. Types of crops that came through the program
6. The number/tons of crops that came through the program
7. Other outcomes/results
These metrics have already been developed and were successful from the previous
project, which is why they will be utilized once again. ABIRC has also developed an
in- take process/assessment for both activities of the program to make sure that will
be collected and provide appropriate data for reporting.
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Budget Narrative
Organization Name: Awim Okshness Institute and Resource Center
Expenditure G"wy. Z12 t" 10 Doter Fnpe67ed Wlskin9a9d 21] Miner Ewnoavc Suppor0
(pick from list orwpcvrdfr" CAI04P'les z+bl
ARPAforCommunity Based Organizations
.ta
The E><eMve Rrocmr nil be responsible for communicating with the W of Pietro and all local
ExeCu':
Throughout the Program
0.1 FTE @ $85,000 x 1
6500.0
Executive Director (ED)
curt everaeai an rC rdrn ac"s. and 7i0 membeR as necdad.
ears
ThC OapLrV Lbecmr nip be in charge of ensuring that program guM are bedrg mel and achieved, working
0.2 FIE @ $65000 x 1
Deputy Director (DD)
donglg with the ED , and supervising all staff members. Their main responsibility is to ensure that the
a ram Is a sucdass.
Throughout the Program
years
13 000.00
"
The Pfvgrun Specialistwill be the main grant manager. Ii Wrge eleaaladlkg ABIRC's partner
1 FTE @ $221hour x 1
Program Specialist (PS)
armers, assisting vnth communication with the City of Fresno,
wgar:zaFard, working closely with BIPOC farmers,:
Throughout the Program
years
45,760.00
tv al [e ta16" and ova Ue f 0 �e ran Awls as needed.
The Program Specialisrs wle.0 to ensure tut the program is up and running. They will find vblWAeets,
1.0 FfE @ $201hour x 1
Program Specialist (PS)
Wndod outreach, provide technical assistance, communicate with BIMPOC farmers, generate inventory
Throughout the Program
Y ear
41,60009
sllee6, and CD1n [eta rlkrer acdvges at rrmase
Tha Program A5$jS%a awl misteae PS; their role is to ensure that the pogrm is up and nFvwg. may wei
1.0 FTE @
Program Assistant (PA)
lind volunteers, conduct outreach, provide technical assistance, communicate with BIMPOC fanners,
Throughout the Program
9$40,OOO.O0lyear
40,000,00
onande inventory snaeb. Rsd met Iela olhef m*eA5 as rk
Fringe Benefits
Rime band91s ma fvrrded M all stall membnfs,
Throughout the Program
Sala IWages x 20 %
29,772.00
mill
IDIR a supplies will be needed to ensure that daily activities within the organization are running smoothly. This
Office Supplies
fequestwll covercosis for items such as pnnting paper, ink, toner, and file folders. Essentially, this budget
Throughout the Program
53601month for 1 year
4,320.03
Item will help with printing and promotion of the program, and ensure that all clients have their awn case file.
Program auppkas are essenfial to the -Crop Buy Back" activities, This budget item will ensure that the
Progam Supplies
necessary supplies are provided during such events. Supplies include but are not limited to: gloves, hand
Throughout the Program
516001month for 1 year
19,200.00
uanitzer bottles, roduce bagsiboxes. and refreshments for volunteers,
1=quipmenl supplies pertain to the purchasing ofa laptop, laptop insurance, canopies, Rads, and WFi
ItoLspo¢ The laptop is needed so that all communication can lake place amongst all of ABIRC's partner
organizations and the city of Fresno. The laptop insurance will prolong the laptop's life cycle" The canopies
hMil serve as a type of "shade" that all volunteers and staff members can stay under, during breaks, to avoid
I.quipmenl Supplies
the hot harsh sun. We are also requesting funds to purchase iPads along with accessories that will be
Throughout the Program
9y
$15001month for 1 year
18,000. 00
utilized during the Crop Buyback events. They will assist with easing the check -in process (Le.., having
1BIMPOC Fanners sign documents), providing an online databaselcloud, and fuller expanding our capacity.
I-astly, the WFi holsopts are needed because they will enable ABIRC staff members to access the internal in
{Maces that lack iL This is crucial especially for sign -ins, communication, and other activities that take place
{Iutside of the office environment
ill 4Chlde 4 be used to pick up boxes filled with produce from farmers who cannot drop them off. It will
Islso be used to transport boxes to partner organizations who will distribute these boxes to their communities.
Throughout the Program
$50,000+ 525,000
75,000 00
'Vehicle
Iln other words, this vehicle will provide a larger space for any produce transportation. This cost also accounts
InsurencelMaintsnence
I'or maintenance and car insurance.
Outreach supplies consilsal bags, pens, and eppgrel, ell of which w1l generate and create interesl amongst
Outreach Supplies
B90C fanners and foster engagement from the community. By having such supplies, ABIRC will be able to
Throughout the Program
$5001month for 1 year
6,0000
mTel M smak SEA bush as _ and 660C t=wm as ImorniSe.
Rereel Ill are geedad bacmae they offer staff members a space to provide cWWrally competent technical
(Rent
assistance to our small SEA businesses and BIPOC farmers. To ensure that we can achieve this goal, we will
Throughout the Program
$10001month for 1 year
12000"00
need fiinds for—L
The purpose of fT support is to ensure that we can provide esab end seCOre et0rsya eloW wW nekmdL.
IiTSupport
UNino we store our clients' sensitive information. Our IT support also consists ofofice phone services, which
Thmughoulthe Program
$18001month for 1 year
21.600.0 11
ara osserraal W COMMILIFIRS049110}I ourCCerlb: old Ya1010 erYie�6T s.
This budget item is to cover costs pertaining to contractors and consultants, all of whom will create a large
impact with outreach and technical assistance services. Essentially, their role is to assist with ABIRC's
rmission of giving back to the community through this pmjecL More specifically, this will include us partnering
�ContracLualiConsultants
mth otherlocal, ethnic organizations so thatthey can assist with Further disfibuing the produce from these
Throughout the Program
$2200/month for 1 year
264000G
Crop Buyback events, The main purpose of this is to build regional networks and stengthen a sense of
community within Fresno. In addition to this, these contractual and consultant costs will also enable us to work
e researohedtiained evaluatorwho can provide a thorough and in-depth evauadon of this program.
Travel costs will allow ABIRC staff members to hovel to and from the sites where Crop Buyback events are to
'Travel
hake place" They will also create opportunities for ABIRC staff members to visit BIPOC farmers' farms and see
Throughout the Program
$0,5651miles' 4245 miles
2,483 33
what theirproduce looks like.
4vs bvdyol item is for the Crop Buy Back, itself. The pmgram's IrMinnis ID support and uplift small SEA
L4eCl Se+vrze7
buslimnse3 and BIPOC fanners, especially those who have been deeply impacted by the COVID-19
Throughout the Program
$400,000 X 1 year $ 400,000 00
miC.
7ltie bevgel item h d bo w•vd brlard acquisition The land will be provided to BIPOC fannerswho are
Throughout the Program
$200,000 X 1 year 200 000 00
l.sr Access
au fe kam lack of fall xcess.
Administration'Cost Category:
Indirect Costs Indirect costs will cover administrative costs at the rate of 10%
Throu ghoul the Program
9x
Operations I Paravrael
109E 5 3A36a•67
'add additional lines if needed, please ensure calculation are correct
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Budget
Organization Name: Asian Business Institute and Resource Center
Expenditure Category: 2_12 [Aid to Olher imnacled Industriesl and 2.13 {Other Economic Support
(pick from list of expenditure categories tab)
ARPA for Community Based Organizations
BUDGET
CALCULATED TOTAL:
COST DESCRIPTION•
COSTCATEGORYREQUESTED
UNITIHRS
(Personnel Executive Director $ 40.87 208
$ 1,000,000.00
TOTAL
GRANT FUNDS
8,500.00
$
•TAL
TOTAL PROJECT"
COST
8,500.00
Personnel
Deputy Director
$ 31.25
416
13,000.00
13.000.00
(Personnel
Program Specialist
$ 22.00
2080
45,760.00
45.760.00
(Personnel
Program Assistant
$ 20.00
2080
41,600.00
41,600.00
(Personnel
Program Assistant
$ 19.23
2080
40,000.00
40,000.00
(Personnel
Fringe Benefits
:$ 148,860.00
0.2
29,772.00
29,772.00
❑ eration
Office Supplies
$ 360.00
12
4,320.00
4,320.00
Operation
Program Supplies
$ 1,600.00
12
19,200.00
19,200.00
'Operation
Equipment Supplies
$ 1,500.00
12
18,000.00
18.000.00
Operation
Vehicle
$ 75,000.00
1
75.000.00
75,000.00
Operation
Outreach Supplies
$ 500.00
12
6,000.00
6,000.00
Operation
Rent
$ 1,000.00
12
12,000.00
12,000.00
0 eration
IT Support
$ 1,800.00
12
21,600.00
21.600.00
Operation
Contractual/Consultants
$ 2.200.00
12
26,400.00
26,400.00
Operation
Travel
$ 0.59
4245
2,483.33
2,483.33
Direct Services
Crop Buy Back
$ 400,000.00
1
400,000.00
400.000.00
(Direct Services
Land Access
$ 200.000.00
1
200,000.00
200,000.00
,Administration
Indirect Costs
$ 363,635.33
0.1
36364.67
36,364.67
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
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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
4/1 /2023 — 6/30/2023
7/1 /2023 — 9/30/2023
10/1 /2023 — 12/31 /2023
4/14/2023
7/14/2023
10/13/2023
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
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-.1
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
ongoing and completed operations under the Commercial General Liability
policy by use of ISO Forms or an executed manuscript insurance company
6
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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.
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
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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.
LIUI.Uolly.11 CIIVCIUf U IL-J. O�UODMUV-r CDC-+MI,/-O/ML!-UDLIULJ IVVV/ It
EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
YES*
NO
1
Are you currently in litigation with the City of Fresno or any of
❑
❑x
its agents?
2
Do you represent any firm, organization, or person who is in
❑
❑x
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
❑
F
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
❑
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
❑
0
connection with this Project?
* If the answer to any question is yes, please explain in full below.
Explanation:
NA
u Additional page(s) attached.
Signature
12/28/2022
Date
Kee Xiong
(Name)
Asian Business institute and Resource Center
(Company)
4903 E Kings Canyon Road suite 241
(Address)
Fresno, CA 93727
(City, State Zip)