HomeMy WebLinkAboutCecil C. Hinton Community Center Grant 1st Amendment Agreement - 4-12-24 DocuSign Envelope ID:926D5E9A-188C-4C9A-84CC-9028373259E9
FIRST AMENDMENT TO THE GRANT AGREEMENT BETWEEN THE CITY OF
FRESNO AND THE CECIL C. HINTON COMMUNITY CENTER A NON-PROFIT
CORPORATION REGARDING FUNDING FOR
THE HINTON CENTER PROJECT
THIS FIRST AMENDMENT TO THE GRANT AGREEMENT (Amendment) is entered into
effect on 4/12/2024 , between the CITY OF FRESNO, a California municipal
corporation (City), and the CECIL C. HINTON COMMUNITY CENTER, a California nonprofit
organization (Grantee).
RECITALS
WHEREAS, the City and the Grantee brought an agreement before the Fresno City
Council on August 24, 2023 and executed the agreement on
(Agreement), to provide grant funding for the Hinton Center Project (Project); and
WHEREAS, the Grantee has requested an amendment to insurance requirements;
and
WHEREAS, the City and the Grantee desire to amend the agreement to modify
insurance requirements for pollution and demolition; and
WHEREAS, the City desires to modify the payment terms to ensure adequate
insurance is in place prior to initiating to any demolition or site work; and,
WHEREAS, with entry into this Amendment, the Grantee agrees it has no claim,
demand, or dispute against the City and affirms that it will abide by all obligations contained
in the agreement approved by the Fresno City Council on August 24, 2023 and executed on
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AGREEMENT
NOW, THEREFORE, the parties agree that the aforesaid Agreement be amended as
follows:
1. The recitals to this Amendment are incorporated and made a part of this
Amendment.
2. Section 2(a)(ii) shall be amended to read as follows:
For the aforementioned PROJECT, the CITY agrees to reimburse the GRANTEE solely from
allocated and available funds. Compensation for satisfactory performance of all services
required or rendered pursuant to this AGREEMENT for eligible costs incurred by the
GRANTEE in pursuit hereof, shall be reimbursed in an amount not to exceed $500,000, less
any upfront payment. Any request for reimbursement of eligible costs shall be subject to
City Manager approval.
3. Exhibit B, which outlines the insurance requirements included in the
Agreement, shall be removed from the Agreement and replaced with `Exhibit B-Revised' as
incorporated through this amendment.
4. Grantee shall submit an invoice for the total cost for insurance coverage to
receive an upfront payment of an amount not to exceed 25% of the total grant award,
consistent with the terms outlined in section 2 of the original agreement.
5. Prior to beginning any additional work on Tasks #1, 3, and 4, Grantee shall
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DocuSign Envelope ID:926D5E9A-188C-4C9A-84CC-9028373259E9
provide proof of insurance consistent with the insurance requirements outlined in Exhibit B
- Revised. No further work under tasks #1, 3 or 4 shall begin prior to receipt of a written
notice to proceed from the City. The City shall issue written notice to proceed once proof of
insurance is reviewed and approved.
6. Prior to beginning work on Task#2, Grantee shall provide proof of insurance
consistent with the insurance requirements outlined in Exhibit B - Revised. No work under
task#2 shall begin prior to receipt of a written notice to proceed from the City. The City shall
issue written notice to proceed once proof of insurance is reviewed and approved.
7. Any references to Exhibit B in the original Agreement shall be removed and
replaced with reference to Exhibit B-Revised.
8. Except as otherwise provided herein, the Agreement, and all obligations
contained therein remain in full force and effect. In the event of any conflict between the
Agreement and this Amendment, this Amendment shall control.
[SIGNATURES FOLLOW ON THE NEXT PAGE]
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IN WITNESS WHEREOF, the Parties have executed this Amendment at Fresno,
California, the day and year first above written.
CITY OF FRESNO, Cecil C. Hinton Community Center,
A California municipal corporation A California nonprofit corporation
DocuSigned by: DocuSigned by:
t1bit
P
By: t. By: _ .
Georgeanne A. White
City Manager Name: Debbie J. Daren
APPROVED AS TO FORM: Title: Chief Executive Officer
ANDREW JANZ (If corporation or LLC., Board Chair,
City Attorn Pres. or Vice Pres.)
6YSign.by:
1, A /2024 OocuSa3i-o by:
By: PVIA.( b. TAW, 111
Angela . r ars Date BY�
Senior Deputy City Attorney
Name: Ronald B. Tatum III
ATTEST:
TODD STERMER, CMC Title: Secreta
Cit Clerk (If corporation or LLC., CFO, Treasurer,
Y ^--DocuSigned by:
Secretary or Assistant Secretary)
By: 'lln,a, t�bitY 4/12/2024
Date
Deputy
Addresses:
CITY: City of Fresno GRANTEE NAME: Cecil C. Hinton Community Center
Parks, After School, Recreation and ATTENTION: Debbie J. Daren
Community Services Department TITLE: Chief Executive Director
Attention: Aaron A. Aguirre, ADDRESS: P.O. Box 12143
Director Fresno, CA 93776
1515 E. Divisadero Phone: 559-287-1308
Fresno, CA 93721 Email: debbiejdarden@gmail.com
Exhibit
Exhibit B-Revised
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Exhibit B — Revised
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 his/her designee at any time and in his/her sole
discretion. 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, its officers, officials, employees, agents and volunteers as additional insureds, shall
be the greater of the minimum limits specified therein or the full limit of any insurance
proceeds to the named insured.
(b) If at any time during the life of the Agreement or any extension, GRANTEE or any of its
subcontractors fail to maintain any required insurance in full force and effect, all services
and work under this Agreement shall be discontinued immediately, 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 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, contractors, sub-consultants,
subcontractors, 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 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
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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, and for 5 years
thereafter, insurance with limits of liability not less than those set forth below. However,
insurance limits available to CITY, its officers, officials, employees, agents and volunteers
as additional insureds, shall be the greater of the minimum limits specified herein or the full
limit of any insurance proceeds available to the named insured:
1. COMMERCIAL GENERAL LIABILITY
(Task# 1&2)
(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.
(Prior to any construction work, insurance must meet the increased limits)
(i) $2,000,000 per occurrence for bodily injury and property damage;
(ii) $2,000,000 per occurrence for personal and advertising injury;
(iii) $4,000,000 aggregate for products and completed operations; and,
(iv) $4,000,000 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 and EMPLOYER'S LIABILITY with limits of liability not less than:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
4. CONTRACTOR'S POLLUTION LEGAL LIABILITY (coverage required prior to Task #2)
with coverage for bodily injury, property damage or pollution clean-up costs that could result
from of pollution condition, both sudden and gradual. Including a discharge of pollutants
brought to the work site, a release of pre-existing pollutants at the site, or other pollution
conditions with limits of liability of not less than the following:
(i) $1,000,000 per occurrence or claim; and,
(ii) $2,000,000 general aggregate per annual policy period.
(a) In the event this Agreement involves the transportation of hazardous material,
either the Commercial Automobile policy or other appropriate insurance policy
shall be endorsed to include Transportation Pollution Liability insurance covering
materials to be transported by GRANTEE pursuant to the Agreement.
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5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
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, its 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 his/her designee. At the option of
the CITY'S Risk Manager or his/her designee, either:
(i) The insurer shall reduce or eliminate such self-insured retentions as
respects CITY, its officers, officials, employees, agents and volunteers; or
(ii) GRANTEE shall provide a financial guarantee, satisfactory to CITY'S Risk
Manager or his/her designee, guaranteeing payment of losses and related
investigations, claim administration and defense expenses. At no time shall CITY
be responsible for the payment of any deductibles or self-insured retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
(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 (30) calendar days written notice has been given to CITY,
except ten (10) 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 (15) calendar days prior to the expiration date
of the expiring policy.
(ii) In the event this Contract involves any lead-based environmental hazard
(e.g., lead based paint), the Contractors Pollution Liability insurance policy shall
be endorsed to include coverage for lead based environmental hazards. In the
event this Contract involves any asbestos environmental hazard (e.g., asbestos
remediation),the Contractors Pollution Liability insurance policy shall be endorsed
to include coverage for asbestos environmental hazards. In the event this
Contract involves any mold environmental hazard (e.g., mold remediation), the
Contractors Pollution Liability insurance policy shall be endorsed to include
coverage for mold environmental hazards and "microbial matter including mold"
within the definition of"Pollution" under the policy.
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(iii) The Commercial General, Pollution and Automobile Liability insurance
policies shall be written on an occurrence form.
(iv) The Commercial General, Pollution and Automobile Liability insurance
policies shall be endorsed to name City, its officers, officials, agents, employees
and volunteers as an additional insured. GRANTEE shall establish additional
insured status for the City and for all ongoing and completed operations under
both Commercial General and Pollution Liability policies by use of ISO Forms or
an executed manuscript insurance company endorsement 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.
(v)The Commercial General, Pollution and Automobile Liability insurance shall
contain, or be endorsed to contain, that the GRANTEES' insurance shall be
primary to and require no contribution from the City. The Commercial General
and Pollution Liability policies are required to include primary and non-contributory
coverage in favor of the City for both the ongoing and completed operations
coverage. These coverages shall contain no special limitations on the scope of
protection afforded to City, its officers, officials, employees, agents and
volunteers. If GRANTEE maintains higher limits of liability than the minimums
shown above, City requires and shall be entitled to coverage for the higher limits
of liability maintained by GRANTEE.
(vi) 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.
(vii) For any claims related to this Agreement, GRANTEE'S insurance
coverage shall be primary insurance with respect to the CITY, its officers, officials,
agents, employees and volunteers. Any insurance or self-insurance maintained
by the CITY, its officers, officials, agents, employees and volunteers shall be
excess of the GRANTEE'S insurance and shall not contribute with it.
(viii) The Workers' Compensation insurance policy shall contain, or be
endorsed to contain, a waiver of subrogation as to CITY, its officers, officials,
agents, employees and volunteers.
(ix) The Commercial General, Pollution and Automobile Liability insurance
policies shall contain, or be endorsed to contain, a waiver of subrogation as to
CITY, its officers, officials, agents, employees and volunteers.
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
and approved by the CITY'S Risk Manager or his/her designee prior to CITY'S execution of
the Agreement and before work commences. All non-ISO endorsements amending policy
coverage shall be executed by a licensed and authorized agent or broker. Upon request of
CITY, 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.
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CLAIMS-MADE POLICIES
If the Professional Liability policy is written on a claims-made coverage form:
(i) The retroactive date must be shown and must be before the effective date
of the Agreement or the commencement of work by GRANTEE.
(ii) Insurance must be maintained, and evidence of insurance must be provided
for at least five (5) years after completion of the work or termination of the
Agreement, whichever first occurs.
(iii) 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 work commencement date, GRANTEE must purchase "extended
reporting" period coverage for a minimum of five (5) years after completion of the
work or termination of the Agreement, whichever first occurs.
(iv)A copy of the claims reporting requirements must be submitted to CITY for
review.
(v) These requirements shall survive expiration or termination of the
Agreement.
SUBCONTRACTORS
If GRANTEE subcontracts any or all of the services to be performed under this Agreement,
GRANTEE shall require, at the discretion of the CITY Risk Manager or designee,
subcontractor(s) to enter into a separate Side Agreement with the City to provide required
indemnification and insurance protection. Any required Side Agreement(s) and associated
insurance documents for the subcontractor must be reviewed and preapproved by CITY
Risk Manager or designee. If no Side Agreement is required, GRANTEE will be solely
responsible for ensuring that its subcontractors maintain insurance coverage meeting the
requirements herein.
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