HomeMy WebLinkAboutFCEOC - Tattoo Removal Program - 2018 /0///// s
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding (MOU), effective as of January 1, 2018, as
provided hereunder, is entered into by and between the CITY OF FRESNO, a California
municipal corporation (Agency), and Fresno County Economic Opportunities
Commission a California nonprofit organization (FRESNO EOC).
RECITALS
WHEREAS, Agency Tattoo Removal Program (TRP) is intended to assist
qualified Violence Intervention & Community Services (VICS) participants who would
benefit from the removal of tattoos, determined to be an obstacle to employment, career
development education and successful transition to a healthy productive lifestyle; and
WHEREAS, the Program is intended to enhance the specialized unit which
responds to the changing needs of the community by providing high-quality
engagement and service to the diverse population of Fresno. The department takes a
leadership role to enhance safety, trust and quality of life, through this specialized unit
collaborative efforts to minimize violence within our community and to provide support
for our youth and families through these partnerships; and
WHEREAS, Agency intends through its Police Department (FPD) to work in
partnership with FRESNO EOC for the purpose of providing a tattoo removal program to
assist qualified participants (Participants) of the City's Violence Intervention and
Community Services program; and
WHEREAS, Agency and FRESNO EOC believe that implementation of the
Program as described herein will further the above goals and to this end agree to
coordinate and provide the services referenced herein.
AGREEMENT
NOW, THEREFORE, in consideration of the above recitals, which recitals are
contractual in nature, the mutual covenants herein contained and such other and further
consideration as is hereby acknowledged, and subject to the terms and conditions and
provisions of the Program and this MOU, the parties mutually agree as follows:
1. PARTICIPATING AGENCIES AND DESIGNATED CONTACT PERSONS.
Agency: AGENCY:
Fresno Police Department Fresno County Economic
Violence Intervention & Community Services Opportunities Commission
Maggie Navarro, Community Coordinator Brian Angus, Chief Executive Officer
2323 Mariposa Mall 1920 Mariposa Mall, Suite 300
Fresno, CA. 93721 Fresno, CA. 93721
2. ROLES AND RESPONSIBILITIES.
A. Agency, subject to all applicable constitutional and local law requirements,
shall act as the lead agency in coordinating the activities of the TRP to effectively target
qualified participants who would benefit from tattoo removal.
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1. Will provide and remain the sole owner of the Medlite C-6 Laser
System and cooling equipment;
2. Provide training as needed on gang cultures and trends;
3. Will provide technical assistance for the project as needed;
4. Will refer VIC's enrolled participants to the Tattoo Removal
Program (TRP) for tattoo removal services;
5. Will be responsible for conducting participant TRP
intake/enrollment to include detailed; information of the VICS program
requirements for TRP services, explanation of the laser removal procedure,
photographing and preparation of paper and electronic copies of all tattoos
authorized to be removed, and coordinating the agreement and TRP forms with
FRESNO EOC within one week of initial scheduled appointment for tattoo
removal;
6. Will prepare patient treatment scheduling and follow-up
consultation of Participants to ensure optimal service provision;
7. Will meet quarterly or as often needed with FRESNO EOC staff on
service coordination, problem solving/resolutions, information sharing and
monitor laser services performed.
8. Will retain the discretion to terminate tattoo removal services for
any Participant due to non-compliance by Participant or FRESNO EOC; and
9. Will track all participants referred and participating in TRP.
B. FRESNO EOC will have direct oversight of the Health Services Tattoo
Removal Clinic strategy development and implementation. FRESNO EOC will:
1. Work with VICS enrolled participants and identify target population
that would benefit from the program;
2. Provide training to staff group facilitators and other areas as
needed;
3. Meet with project staff regarding project tasks, measurements and
outcome indicators;
4. Maintain a record of all activities a daily time sheet or activity report
and in accordance with program guidelines and any future grant funding
reporting requirements;
5. Utilize the TRP equipment during the term of the MOU to provide
tattoo removal services to Participants referred by City at no cost, pending the
identification or securing of a grant or other revenue stream. If no grant or
revenue stream has been identified at the end of the fiscal year, staff from
FRESNO EOC and Agency shall meet to determine the viability of continuing the
program.
6. Refer any persons known to FRESNO EOC as appropriate
candidates for tattoo removal under the TRP to the VICS program for
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consideration of tattoo removal services. FRESNO EOC may use the Equipment
to provide tattoo removal services for any person determined by FPD to be a
qualified and eligible VICS program participant and referred by FPD to TRP and
FRESNO EOC for such services;
7. In consideration for providing tattoo removal services to eligible
participants referred by FPD, at no cost, FRESNO EOC may use the Medlite c-6
laser system equipment and laser cooling machine to provide additional assorted
laser treatment services for FRESNO EOC participants when city participants are
not scheduled;
8. FRESNO EOC will schedule a minimum of one day per week to
accommodate City referrals and coordinate the schedule with FPD designated
staff. FRESNO EOC shall prepare patient treatment plans which shall include
consultation and tattoo removal treatment of Participants to ensure optimal
service provision and utilization of the Equipment during the City designated time
period. FRESNO EOC will make a good faith effort to accommodate any
participant unable to attend during the daytime schedule;
9. Perform tattoo removal services at a certified medical facility
according to recommended American National Standards Institute (ANSI) and
Safe Use of Lasers safety standards. FRESNO EOC will ensure Equipment is
kept in a locked, secure room when not in use and used properly manufacturer's
regulations. Any damages incurred by misuse negligence will be at the sole cost
of FRESNO EOC;
10. Provide supervising physician to provide oversight to the TRP
tattoo removal services. Only trained and licensed individuals will be authorized
to operate the Equipment, and
11. Ensure the certified medical facility, the attending physician, and
those individuals who operate the equipment to maintain medical malpractice
insurance throughout the life of this agreement.
12. FRESNO EOC staff will coordinate directly with Agency VICS to
discuss strategies, timetables, and implementation of services to meet goals and
objectives of the program and any future secured revenue.
3. EQUIPMENT LICENSE, MAINTENANCE, AND RETURN.
FPD grants FRESNO EOC a license to use the Equipment "AS IS" at its certified
medical facility for the purpose of providing TRP tattoo removal services and additional
laser treatments services for FRESNO EOC participants when city participants are not
scheduled in accordance with the terms and conditions of this MOU. FRESNO EOC is
responsible for maintenance and repair of the Equipment in accordance with respective
manufacturer's warranty or instructions. Upon termination or expiration of this MOU,
FRESNO EOC shall return the Equipment to FPD in the same condition as originally
received except for normal wear and tear.
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4. REIMBURSEMENT FOR PROGRAM ACTIVITIES.
A. For the aforementioned services, Agency agrees to perform tattoo
removal services at no cost, pending the identification or securing of a grant or other
revenue stream. If no grant or revenue stream has been identified at the end of the
fiscal year, staff from FRESNO EOC and Agency shall meet to determine the viability of
continuing the program. Upon securing of a grant or other revenue Agency agrees to
reimburse FRESNO EOC solely from allocated and available Program Grant funds for
eligible costs incurred by FRESNO EOC in pursuit hereof, in an amount determined by
secured grant funding or revenue secured in accordance with the Program budget and
within the performance period of secured Grant Program and period of this MOU
B. Any future applications and award of funds for future Program funding
cycles shall be by written amendment to this MOU and signed by both parties.
C. Payment shall be contingent on Agency's receipt of an undisputed invoice
and any reports and substantiation materials required by Agency.
D. If EOC should fail to comply with any provision of the MOU, Agency shall
be relieved of its obligation for further compensation.
E. Nothing in this MOU shall commit the taxing authority or general fund of
Agency.
5. MOU EFFECTIVENESS, TERM, AND TERMINATION.
A. The effectiveness of this MOU is for two years. Commencing January 1,
2018 and ending December 31, 2019, and MOU reviewed annually; contingent upon
Agency receiving future Grant awards and or revenue resources. The two participating
agencies signing this MOU shall be committed to the Program for the entire funding
cycle of any and all future grants and revenue resources. FRESNO EOC acknowledges
and agrees that continued funding is dependent upon satisfactory performance by
FRESNO EOC and availability of Federal, State and private funding.
B. Notwithstanding the foregoing, this MOU shall automatically be suspended
or terminated upon Agency's written notice thereof to FRESNO EOC upon any of the
following events: (i) Program or Grant termination or suspension, (ii) any non-
appropriation or non-allocation of Grant funding required in pursuit hereof, (iii) FRESNO
EOC's illegal or improper use of funds, (iv) FRESNO EOC's failure to comply with any
term of this MOU, (v) FRESNO EOC's submittal of any substantially incorrect or
incomplete itemized invoice required for reimbursement, (vi) FRESNO EOC's failure to
comply with grant guidelines in the BSCC Recipient Handbook, or (vii) FRESNO EOC's
failure to comply with any applicable provisions of the Grant.
6. TARGET POPULATION.
Services provided under this Program shall be directed to Participants residing in the
City of Fresno who would benefit from removal of visible tattoos, determined to be an
obstacle to employment, career development, education, and successful transition to a
healthy and productive lifestyle.
Inclusive in this program are also participants that are identified as human trafficking
victims and or survivors of branding violence; Victims who were tattooed without their
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consent for the purpose of branding by their traffickers. These markings are associated
as a form of control and ownership, usually in the form of pimps' initials, his name, the
victim's street name, gang member symbols, or a combination of any of these.
7. RESOURCES.
A. FPD will provide:
• Violence Intervention and Community Services staff to provide oversight and
resources to FRESNO EOC relating to this Program and serve as a liaison to
current and future funders for programmatic and budgetary issues;
• Provide case management of all participants treatment appointments and log
of community service hours;
• Provide needs assessments to determine referrals, suitability
screening/interviews, enrollment, background checks and program
placement, and
■ Use of the program Equipment.
B. FRESNO EOC will provide:
■ One (1) Medical Director to provide oversight,
■ Medical Laser Training;
■ Laser treatment and tattoo removal of referred participants;
• A certified medical facility
8. RECORDKEEPING AND PERFORMANCE DATA.
A. FRESNO EOC shall keep proper records of, and submit to the Agency
each quarter, the following data. FRESNO EOC shall monitor all procedures so that all
records relating to the TRP will be handled and safeguarded according to the privacy
provisions of the Health insurance Portability and Accountability Act (45 U.S.C. Section
1171 el seq.) and the regulations promulgated thereunder (hereafter collectively
referred to as "HIPAX) for all medical records and in conformity with the laws of the
State of California relating to the confidentiality of health information.
B. FRESNO EOC shall document all services provided to Participants and
maintain individual Participant's service records and case files in a secure location with
access limited to appropriate staff to ensure that confidentiality and safety is maintained
and protected. FRESNO EOC shall ensure compliance with HIPAA requirements.
C. FRESNO EOC shall provide any monthly and quarterly reports, and any
certifications as required by Agency.
D. In the event of termination, the non-confidential reports_ prepared by
FRESNO EOC shall be immediately turned over to the Agency by FRESNO EOC.
9. FINANCIAL REPORTING, AUDITING AND DOCUMENT RETENTION.
A. Pending the identification or securing of a grant or other revenue stream,
FRESNO EOC shall submit a monthly or quarterly invoice to FPD for the eligible
expenses incurred for Program. Billing documentation shall include the following:
• A breakdown of expenditures by cost category;
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• supporting documentation of all costs including payroll registers, general
ledgers and checks as requested by Agency; and
■ Time sheet documentation for grant funded staff position.
B. FRESNO EOC shall maintain accurate, complete, orderly, and separate
records for the Program and funding separately from all other funds, including any funds
awarded for the same or similar purposes or programs. FRESNO EOC agrees that all
personnel performing activities hereunder shall maintain separate timesheets to
document hours worked for activities related to program and future funding in this MOU.
Records of FRESNO EOC expenses pertaining to the Program shall be kept on a
generally recognized accounting basis.
C. All records shall be available to Agency and any of their authorized
representatives upon request during regular business hours throughout the life of this
MOU and for a period of two years or, if longer, for any period required by law or
secured Grant. In addition, all books, documents, papers, and records of FRESNO EOC
pertaining to the Program shall be available for the purpose of making audits,
examinations, excerpts, and transcriptions for the same period of time. This paragraph
shall survive expiration or termination of this MOU.
D. FRESNO EOC also understands and agrees that Agency, or funding
sources are authorized to interview any officer or employee of FRESNO EOC regarding
transactions related to this MOU.
9. COMPLIANCE WITH GOVERNING LAW AND GRANT AGREEMENT.
A. FRESNO EOC shall at all times comply with all applicable laws of the
United States, the State of California and Agency, and with all 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
MOU. FRESNO EOC agrees to comply with all applicable provisions thereof (including,
without limitation, the Program Guidelines and funders Handbook), and cooperate with
Agency in meeting the requirements thereunder.
B. The services provided by FRESNO EOC under this MOU are over and
above FRESNO EOC's budgeted positions. The parties agree that any future Grant
funds shall not be used to replace funds of, or positions otherwise funded by, FRESNO
EOC.
C. As applicable, costs and expenditures must be allowable in accordance
with OMB Circular A-87, Cost principles for state, local and Indian Tribal Governments.
Grant funds are subject to the Single Audit Act Amendments of 1996 and the OMB
Circular, A-133, Audits of states, local governments, and non-profit organizations.
D. FRESNO EOC shall allow access to Agency and any of their
representatives for any onsite assessments.
E. By signing this MOU, FRESNO EOC certifies under penalty of perjury
under the laws of the State of California that (i) Grant funds shall not be used for the
purpose of lobbying, as required by Section 1352, Title 31 of the U.S. Code, and
implemented as 28 CFR Part 69; (ii) FRESNO EOC will adhere to Federal Executive
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Order 12549, Debarment and Suspension; and (iii) neither FRESNO EOC, nor its
principals are presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from participation in the MOU by any Federal
department or agency. FRESNO EOC shall complete and submit to Agency all
applicable forms required by the Grant Agreement.
F. Drug-Free Workplace Certification: FRESNO EOC shall comply with the
Drug-Free Workplace Act of 1990 ("the Act"), California Government Code Sections
8350-8357, the Federal Drug-Free Workplace Act of 1988 (41 USC 701), and the
requirements of Federal law as implemented in 28 CFR Part.67, Subpart F, Sections
615 and 620. FRESNO EOC shall notify their employees that they are prohibited from
engaging in the unlawful manufacture, distribution, dispensation, possession, or use of
controlled substances. By signing the signature page of the MOU, FRESNO EOC
certifies under penalty of perjury under the laws of the State of California compliance
with California Government Code Section 8355 in matters relating to providing a drug-
free workplace, and that FRESNO EOC will:
(a) Publish a statement notifying employees that unlawful manufacture,
distribution, dispensation, possession, or use of a controlled substance is
prohibited and specifying actions to be taken against employees for violations, as
required by Government Code Section 8355(a).
(b) Establish a Drug-Free Awareness Program as required by
Government Code Section 8355(b), to inform employees about all of the
following:
(i) The dangers of drug abuse in the workplace,
(ii) The person's or organization's policy of maintaining a drug-
free workplace,
(iii) Any available counseling, rehabilitation and employee
assistance programs, and
(iv) Penalties that may be imposed upon employees for drug
abuse violations.
(c) Provide as required by Government Code Section 8355(c), that
every employee who works on the proposed MOU:
(i) Will receive a copy of the company's drug-free policy
statement, and
(ii) Will agree to abide by the terms of the company's statement
as a condition of employment on the MOU.
G. Copyrights, Rights in Data, and Patents: All activities of FRESNO EOC
under the MOU are considered "work made for hire" as defined under Title 17 USC
Section 101, and shall include but is not limited to, publications, original computer
programs, writings, sound recordings, pictorial reproductions, drawings, or other
geographical representations and works of any similar nature.
10. CAPACITY OF AGENCY AND FRESNO EOC.
A. In the furnishing of the services provided for herein, FRESNO EOC is
acting solely as an independent contractor. Neither FRESNO EOC, nor any of its
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officers, agents, or employees shall be deemed an officer, agent, employee, joint
venture, partner, or associate of Agency for any purpose. Agency shall have no right to
control or supervise or direct the manner or method by which FRESNO EOC shall
perform its work and functions. However, Agency shall retain the right to administer this
MOU so as to verify that FRESNO EOC is performing its obligations in accordance with
the terms and conditions thereof.
B. This MOU does not evidence a partnership or joint venture between
FRESNO EOC and Agency. FRESNO EOC shall have no authority to bind Agency
absent Agency's express written consent. Except to the extent otherwise provided in
this MOU, FRESNO EOC shall bear its own costs and expenses in pursuit thereof.
C. Because of its status as an independent contractor, FRESNO EOC and its
officers, agents and employees shall have absolutely no right to employment rights and
benefits available to Agency employees. FRESNO EOC 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 MOU,
FRESNO EOC shall be solely responsible, indemnify, defend and save Agency
harmless from all matters relating to employment and tax withholding for and payment
of FRESNO EOC'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 Agency employment
benefits, entitlements, programs and/or funds offered employees of Agency 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 MOU, FRESNO EOC may be
providing services to others unrelated to Agency or to this MOU.
11. INSURANCE.
A. Throughout the life of this MOU, FRESNO EOC shall pay for and maintain
in full force and effect all policies of insurance required hereunder with an insurance
company(ies) either (i) admitted by the California Insurance Commissioner to do
business in the State of California and rated not less than "A- VI" in Best's Insurance
Rating Guide, or (ii) authorized by Agency's Risk Manager. The following policies of
insurance are required.
(i) COMMERCIAL GENERAL LIABILITY insurance which shall be at
least as broad as Insurance Services Office (ISO) form CG 00 01 and shall
include insurance for "bodily injury", "property damage" and "personal and
advertising injury", including premises and operation, products and completed
operations and contractual liability (including, without limitation, indemnity
obligations under the Agreement) with limits of liability of not less than
$1,000,000 per occurrence and $2,000,000 general aggregate for bodily injury
and property damage, $1,000,000 per occurrence for personal and advertising
injury and $2,000,000 aggregate for products and completed operations.
(ii) COMMERCIAL AUTOMOBILE LIABILITY insurance which shall be
at least as broad as the most current version of Insurance services Office (ISO)
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form CA 00 01 and shall include coverage for "any auto" with limits of liability of
not less than $1,000,000 per accident for bodily injury and property damage.
(iii) PROFESSIONAL LIABILITY (ERRORS AND OMISSIONS)
insurance that includes Medical Malpractice with limits of liability of not less than
$1,000,000 per claim/occurrence and $2,000,000 aggregate.
(iv) WORKERS' COMPENSATION insurance as required under the
California Labor Code.
(v) EMPLOYERS' LIABILITY insurance with minimum limits of
$1,000,000 each accident, $1,000,000 disease policy limit and $1,000,000
disease each employee.
B. Defense costs shall be provided as an additional benefit and not included
within the above limits of liability. FC EOC shall be responsible for payment of any
deductibles contained in any insurance policies required hereunder and FRESNO EOC
shall also be responsible for payment of any self-insured retentions.
C. The above described policies of insurance shall be endorsed to provide an
unrestricted 30 calendar day written notice in favor of Agency of policy cancellation of
coverage, except for the Workers' Compensation policy which shall provide a 10
calendar day written notice of such cancellation of coverage. In the event any policies
are due to expire during the term of this Agreement, FRESNO EOC shall provide a new
certificate evidencing renewal of such policy not less than 15 calendar days prior to the
expiration date of the expiring policy(ies). Upon issuance by the insurer, broker, or
agent of a notice of cancellation in coverage, FRESNO EOC shall file with Agency a
new certificate and all applicable endorsements for such policy (ies).
D. The General Liability and Automobile Liability insurance policies shall be
written on an occurrence form and shall name City of Fresno, its officers, officials,
agents, employees, and volunteers as an additional insured. Such policy (ies) of
insurance shall be endorsed so FC EOC's insurance shall be primary and non-
contributory such that no contribution shall be required of Agency. Any Workers'
Compensation insurance policy shall contain a waiver of subrogation as to City of
Fresno, its officers, officials, agents, employees, and volunteers.
E. In the event claims made forms are used for any Professional Liability
coverage, (i) the retroactive date must be shown, and must be before the effective date
of the MOU or the commencement of services by FRESNO EOC; (ii) insurance must be
maintained and evidence of insurance must be provided for at least 5 years after
completion of the services, or the expiration or termination of the MOU, 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 MOU, or
services commencement date, FRESNO EOC must purchase extended reporting period
coverage for a minimum of 5 years after completion of the services, or expiration or
termination of the MOU, whichever first occurs; (iv) a copy of the claims reporting
requirements must be submitted to Agency for review; and (v) these requirements shall
survive expiration or termination of the MOU.
F. FRESNO EOC shall have furnished Agency with the certificate(s) and
applicable endorsements for ALL required insurance prior to Agency's execution of the
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MOU. FRESNO EOC shall furnish Agency with copies of the actual policies upon the
request of Agency's Risk Manager and this requirement shall survive termination or
expiration of this MOU.
G. If at any time during the life of the MOU or any extension, FRESNO EOC
fails to maintain the required insurance in full force and effect, all work under this MOU
shall be discontinued immediately, and all payments due or that become due to
FRESNO EOC shall be withheld until notice is received by Agency 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 Agency. Any failure to maintain the required
insurance shall be sufficient cause for Agency to terminate this MOU.
H. The fact that insurance is obtained by FRESNO EOC shall not be deemed
to release or diminish the liability of FRESNO EOC, including, without limitation, liability
under the indemnity provisions of this MOU. The duty to indemnify Agency 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 FRESNO EOC. Approval or purchase of any insurance contracts or policies shall in
no way relieve from liability nor limit the liability of FRESNO EOC, its principals, officers,
agents, employees, persons under the supervision of FRESNO EOC, vendors,
suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed
directly or indirectly by any of them.
Upon request of Agency, FRESNO EOC shall immediately furnish Agency 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 termination or expiration of this
MOU.
J. If FRESNO EOC should subcontract all or any portion of the services to be
performed under this MOU, FRESNO EOC shall require each subcontractor to provide
insurance protection in favor of Agency, its officers, officials, employees, agents and
volunteers in accordance with the terms of each of the preceding paragraphs, except
that the subcontractors' certificates and endorsements shall be on file with FRESNO
EOC and Agency prior to the commencement of any work by the subcontractor.
12. INDEMNIFICATION.
To the furthest extent allowed by law, FRESNO EOC shall indemnify, hold harmless
and defend Agency and each of its officers, officials, employees, agents and volunteers
from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether
in contract, tort or strict liability, including but not limited to personal injury, death at any
time and property damage) incurred by Agency, FRESNO EOC or any other person,
and from any and all claims, demands and actions in law or equity (including attorney's
fees and litigation expenses), arising or alleged to have arisen directly or indirectly out
of performance of this MOU. FRESNO EOC's obligations under the preceding sentence
shall apply regardless of whether Agency or any of its officers, officials, employees,
agents or volunteers are negligent, but shall not apply to any loss, liability, fines,
penalties, forfeitures, costs or damages caused solely by the gross negligence, or
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caused by the willful misconduct, of Agency or any of its officers, officials, employees,
agents or volunteers.
If FRESNO EOC should subcontract all or any portion of the work to be performed
under this MOU, FRESNO EOC shall require each subcontractor to indemnify, hold
harmless and defend Agency and each of its officers, officials, employees, agents, and
volunteers in accordance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this MOU.
13. ATTORNEY'S FEES AND LEGAL EXPENSES.
If either party is required to commence any proceeding or legal action to enforce or
interpret any term, covenant or condition of this MOU, the prevailing party in such
proceeding or action shall be entitled to recover from the other party its reasonable
attorney's fees and legal expenses.
14. PRECEDENCE OF DOCUMENTS.
In the event of any conflict between the body of this MOU and any exhibit hereto, the
terms and conditions of the body of this MOU shall control and take precedence over
terms and conditions expressed within the exhibit. Furthermore, any terms or conditions
contained within any exhibit hereto which purport to modify the allocation of risk
between the parties, provided for within the body of this MOU, shall be null and void.
15. NOTICES.
Any notice required or intended to be given to either party under the terms of this MOU
shall be in writing and shall be deemed to be duly given if delivered personally or
deposited into the United States mail, return receipt requested, with postage prepaid,
addressed to the party to which notice is to be given at the party's address set forth in
Section 1 of this MOU or at such other address as the parties may from time to time
designate by written notice.
16. BINDING.
Subject to Section 17 below, once this MOU is signed by the parties, it shall be binding
upon, and shall inure to the benefit of, the parties, and each party's respective heirs,
successors, assigns, transferees, agents, servants, employees and representatives.
17. ASSIGNMENT.
There shall be no assignment by either party of its rights or obligations under this MOU
without the prior written approval of the other party. Any attempted assignment by a
party, its successors or assigns, shall be null and void unless approved in writing by the
other party.
18. WAIVER.
The waiver by either party of a breach by the other of any provision of this MOU shall
not constitute a continuing waiver or a waiver of any subsequent breach of either the
same or a different provision of this MOU. No provision of this MOU may be waived
unless in writing and approved by and signed by all parties to this MOU. Waiver of any
one provision herein shall not be deemed to be a waiver of any provision herein.
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19. GOVERNING LAW AND VENUE.
This MOU 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 MOU and any rights and duties
hereunder shall be Fresno County, California.
20. HEADINGS.
The section headings in this MOU are for convenience and reference only and shall not
be construed or held in any way to explain, modify or add to the interpretation or
meaning of the provisions of this MOU.
21. SEVERABILITY.
The provisions of this MOU are severable. The invalidity or unenforceability of any one
provision in the MOU shall not affect the other provisions.
22. INTERPRETATION.
The parties acknowledge that this MOU in its final form is the result of the combined
efforts of the parties and that, should any provision of this MOU be found to be
ambiguous in any way, such ambiguity shall not be resolved by construing this MOU in
favor or against any party, but rather by construing the terms in accordance with their
generally accepted meaning.
23. 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.
24. NO THIRD PARTY BENEFICIARIES.
The rights, interests, duties and obligations defined within this MOU are intended for the
specific parties hereto as identified in the preamble of this MOU. Notwithstanding
anything stated to the contrary in this MOU, it is not intended that any rights or interests
in this MOU benefit or flow to the interest of any third parties.
25. NONDISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY.
A. To the extent required by controlling federal, state and local law, FRESNO
EOC 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. FRESNO EOC shall carry out applicable requirements of 49 CFR part 26
in the award and administration of contracts hereunder. Failure by FRESNO EOC to
carry out these requirements is a material breach of this MOU, which may result in the
termination of this MOU or such other remedy or sanction as may be available.
B. It is the public policy of the State of California to promote equal
employment opportunity by prohibiting discrimination or harassment in employment
because of race, religious creed, color, national origin, ancestry, age (over 40), mental
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and physical disability (including HIV and AIDS), medical condition (cancer and genetic
characteristics), marital status, sex (including sexual harassment), sexual orientation
(heterosexuality, homosexuality, and bisexuality), pregnancy (childbirth, or related
medical conditions), political affiliation/opinion, Veteran's status or request for family
medical leave. FRESNO EOC will not discriminate in the delivery of services or benefits
based on the previously identified situations. FRESNO EOC shall comply with Executive
Order 11246 as amended by Executive Order 11375 and supplemented at 41 CFR 60.
C. FRESNO EOC will include this section in each of its subcontracts and
require the same of its subcontractors.
26. ENTIRE AGREEMENT.
It is mutually understood and agreed that the forgoing constitutes the entire agreement
between the parties. Any modifications or amendments to this MOU must be in writing
signed by an authorized agent of each party.
This MOU is subject to receipt of Grant funds and ratification by the Council of the City
of Fresno.
[Signatures follow on the next page.]
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IN WITNESS THEREOF, the parties have executed this MOU at Fresno,
California on the day and year first above written.
CITY OF FRESNO, FRESNO COUNTY ECONOMIC
A California municipal corporation OPPORTUNITIES COMMISSION,
a California non-profit organization
BY:
BY:
J y Q er, Ch' of Police
City f Fresno Police Department Brian Angus, Chi cutive Officer
ATTEST: TAXPAYER FEDERAL I.D. #94-1606519
Yvonne Spence, CRM MMC
City Clerk, City of Fresno
BY:
�ojz9 j�8
Date
Deputy
APPROVED AS TO FORM:
Douglas T. Sloan
City Attorney, City of Fresno
BY:
oh a trup Date
Deputy
Addresses:
CITY: FOC:
Fresno Police Department Fresno Economic Opportunities
Attention: Jerry Dyer Commission
Chief of Police Attention: Brian Angus,
2323 Mariposa Mall Chief Executive Officer
Fresno, CA 93721 1920 Mariposa Mall, Suite 300
Fresno, CA 93721
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