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HomeMy WebLinkAboutResolution - 2002-R0099 - Contract Agreement - South Plains Food Bank Of Lubbock - 03_14_2002Resolution No. 2002-R0099 March 14, 2002 Item No. 31 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Contract between the City of Lubbock and South Plains Food Bank of Lubbock, Texas, and any other related documents. Said Contract is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 14th day of March 2002. DY SITTO , MAYOR ATTEST: Reb6cca Garza, City Secretary IS APPROVED AS TO CONTENT: verette co o0 Youth Services Coordinator APPROVED AS TO FORM: Assistant City Attorney cp Ccdocs/Grub-City-2.res February 20, 2002 CONTRACT STATE OF TEXAS § COUNTY OF LUBBOCK § Resolution No. 2002—R0099 March 14, 2002 Item No. 31 This contract, (the "Contract"), effective as of the 14'hday of March, 2002, (the "Effective Date"), is by and between the City of Lubbock, (the "City"), a Texas municipal corporation, and South Plains Food Bank ("CONTRACTOR"). WITNESSETH WHEREAS, the City has applied for, and has received from the Criminal Justice Division of the Governors office, certain funds for a grant, entitled Growing Recruits for Urban Business (GRUB), the purpose of which is to provide education, training and rehabilitation opportunities for disadvantaged youth; and WHEREAS, CONTRACTOR has a professional staff experienced and is qualified to provide program staffing and administration of the said grant; and WHEREAS, the City desires to contract with CONTRACTOR to provide staffing and administration of the said grant. NOW THEREFORE, for and in consideration of the terms, covenants and conditions set forth in this Contract, the City and CONTRACTOR hereby agree as follows: ARTICLE I. TERM The term of this Contract commences on the Effective Date and continues without interruption for a term of one (1) year from and after the Effective Date. The term may be extended for up to two (2) additional one (1) year terms with the written consent of both parties. ARTICLE II. COMPENSATION CONTRACTOR shall receive payment of grant funds not to exceed Seventy -Nine Thousand Forty -One and no/100 DOLLARS ($79,041.00) annually. Payment shall be made upon submission by CONTRACTOR of "Sub -Grantee's Request for Funds" to CITY and 1 Contract, City of Lubbock & South Plains Food Bank approval of same by the CITY. A copy of the said "Sub -Grantee's Request for Funds" is attached hereto as Exhibit "A" and incorporated herein for all purposes. Approval by CITY shall be conditioned upon receipt by CITY of current and complete information as contained in a "Financial Status Report". A copy of said "Financial Status Report" is attached hereto as Exhibit `B" and incorporated herein for all purposes. CITY shall also provide to CONTRACTOR 15% of the salary of the CITY's Youth Services Coordinator as an in -kind match for the purpose of monitoring the program and conducting classroom training for participating youth. ARTICLE III. TERMINATION a. General. City may terminate this Contract, for any reason, upon thirty (30) days written notice to CONTRACTOR. b. Termination and Remedies. In the event CONTRACTOR breaches any term and/or provision of this Contract the City shall be entitled to exercise any right or remedy available to it at law or equity, including without limitation, termination of this Contract and assertion of action for damages and/or injunctive relief. The exercise of any right or remedy shall not preclude the concurrent or subsequent exercise of any other right or remedy and all other rights and remedies shall be cumulative. City or CONTRACTOR may, in its sole discretion, terminate this Agreement at any time, with or without cause upon thirty (30) days written notice. ARTICLE IV. REPRESENTATIONS AND WARRANTIES A. Existence. CONTRACTOR is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and is qualified to carry on its business in the State of Texas. B. Corporate Power. CONTRACTOR has the corporate power to enter into and perform this Contract and all other activities contemplated hereby. C. Authorization. Execution, delivery, and performance of this Contract and the activities contemplated hereby have been duly and validly authorized by all the requisite corporate action on the part of CONTRACTOR. This Contract constitutes legal, valid, and binding obligations of the CONTRACTOR and is enforceable in accordance with the terms therof. D. CONTRACTOR. CONTRACTOR maintains a professional staff and employs, as needed, other qualified specialists experienced in providing grant administration, and are familiar 2 Contract, City of Lubbock & South Plains Food Bank with all laws, rules, and regulations, both state and federal, including, without limitation the applicable laws, regarding the activities contemplated hereby. E. Performance. CONTRACTOR will and shall conduct all activities contemplated by this Contract in a good and workmanlike manner, and comply with all laws, rules, and regulations, both state and federal, relating to predictive maintenance services, as contemplated hereby. If any of the activities of CONTRACTOR, or omissions of the activities required herein, shall cause, in whole or in part, liability or loss on the part of the City, it shall be deemed that CONTRACTOR did not perform said activities (or omitted the performance of said activities) in a good and workmanlike manner. F. Use of Copyrighted Material. CONTRACTOR warrants that any materials provided by CONTRACTOR for use by City pursuant to this Contract shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other similar law. CONTRACTOR shall be solely responsible for ensuring that any materials provided by CONTRACTOR pursuant to this Contract satisfy this requirement and CONTRACTOR agrees to hold City harmless from all liability or loss to which City is exposed on account of CONTRACTOR's failure to perform this duty. ARTICLE V. SCOPE OF WORK CONTRACTOR shall accomplish the following: 1. Administer the grant program; 2. Hire Program Manager and Assistant Manager 3. Hire and train appropriate subject youth as program employees; 4. Evaluate the program on an annual basis and submit written reports to the City as required by the City or State of Texas; 5. Provide a physical location sufficient to comply with grant objectives. ARTICLE VI. INDEPENDENT CONTRACTOR STATUS CONTRACTOR and City agree that CONTRACTOR shall perform the duties under this Contract as an independent contractor. CONTRACTOR has the sole discretion to determine the manner in which the services are to be performed. ARTICLE VII. INSURANCE A. General. CONTRACTOR shall procure and carry, at its sole cost and expense through the life of this Contract insurance protection hereinafter specified, in form and substance 3 Contract, City of Lubbock & South Plains Food Bank satisfactory to the City. City must approve all policies prior to the commencement of any activities whether performed by CONTRACTOR, subcontractor, agents, or third parties. The insurance carrier must be an insurance company authorized to transact business in the State of Texas and have a Best's Financial rating of A:Vll. A Certificate of Insurance specifying each and all coverage shall be submitted to City prior to the execution of this Contract. All insurance shall be prepared and executed by the insurance company or it's authorized agents. Written notice of cancellation or any material change will be provided thirty (30) days in advance of cancellation or change. All insurance, other than Workers' Compensation, shall provide a waiver of subrogation in favor of the City of Lubbock, and shall contain cross liability and severability clauses. B. Required Coverage. CONTRACTOR shall obtain and maintain policies of insurance throughout the Contract term in limits specified below. 1. Worker's Compensation. CONTRACTOR shall maintain Workers' Compensation and Employer's Liability insurance coverage as required by statute or coverage approved by the City Risk Management Coordinator. 2. Commercial General Liability. CONTRACTOR shall maintain Commercial General Liability coverage endorsed to include premises/operations, contractual liability, independent contractors' and completed operations. The policy shall have a minimum of Five Hundred Thousand and no/100 Dollars ($500,000) combined single limit in the aggregate and per occurrence. 3. Commercial Automobile Liability. CONTRACTOR shall maintain Commercial Automobile Liability coverage with a minimum of Three Hundred Thousand and no/100 Dollars ($300,000) combined single for Bodily injury and Property Damage and shall include any auto or in the alternative, owned autos, non -owned autos and hired autos. C. Subcontractors. CONTRACTOR shall require each subcontractor with whom it contracts to provide activities as contemplated by this Contract, to obtain proof of insurance coverage as set forth herein, and to provide to CONTRACTOR, prior to such person performing any such activities, a Certificate of Insurance establishing such coverage. ARTICLE VIII. EMPLOYMENT OF AGENTS CONTRACTOR may employ or retain agents, consultants, contractors, or third parties, to perform certain duties of CONTRACTOR under this Contract provided that CONTRACTOR is in no event relieved of any obligation under this Contract. Any such agents, contractors, or third parties retained and/or employed by CONTRACTOR shall be required to carry, for the protection and benefit of the City and CONTRACTOR and naming said third parties as additional insureds, insurance as described above in this Contract. 4 Contract, City of Lubbock & South Plains Food Bank ARTICLE IX. CONFIDENTIALITY CONTRACTOR shall retain all information received from or concerning the City and the City's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the City, unless otherwise required by law. ARTICLE X. INDEMNITY CONTRACTOR shall indemnify and save harmless the City of Lubbock and its officers, agents, and employees from all suits, actions, losses, damages, claims, or liability of any character, type, or description, including without limiting the generality of the foregoing all expenses of litigation, court costs, and attorney's fees for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, the acts of CONTRACTOR, its agents or employees, in the execution of this Contract. ARTICLE XI. COMIPLIANCE WITH APPLICABLE LAWS CONTRACTOR shall comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations including, but not limited to, OMB A-110, OMB A-122, OMB A-133, OJP, and Texas Administrative Code, relating, in any way, manner or form, to the activities under this Contract, and any amendments thereto. ARTICLE XII. NOTICE A. General. Whenever notice from CONTRACTOR to City or City to CONTRACTOR is required or permitted by this Contract and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand. (2) facsimile, or other reasonable means (in which case such notice shall be effective upon delivery). or (3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited. 5 Contract, City of Lubbock & South Plains Food Bank B. CONTRACTOR's Address. CONTRACTOR's address and numbers for the purposes of notice are: South Plains Food Bank Attn: David Weaver, Jr. 4612 Locust Avenue Lubbock, Texas 79404 Telephone: (806) 763-3003 Facsimile: (806) 741-0850 C. City's Address. The City's address and numbers for the purposes of notice are: City of Lubbock Attn: Everette Hooper P. 0. Box 2000 1625 13th Street Lubbock, Texas 79457 Telephone: (806) 775 - 2093 Facsimile: (806) 775 - 2051 D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party, referring specifically to this Contract, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective. ARTICLE XIII. MISCELLANEOUS A. Services. All services rendered by CONTRACTOR pursuant to this Contract shall be performed solely on property owned by CONTRACTOR. No services shall be performed on property owned by or under the control of City. B. Captions. The captions for the articles and sections in this Contract are inserted in this Contract strictly for the parties' convenience in identifying the provisions to this Contract and shall not be given any effect in construing this Contract. C. Audit. CONTRACTOR shall provide access to its corporate books and records to the City. The City may audit, at its expense and during normal business hours, CONTRACTOR's books and records with respect to this Contract between CONTRACTOR and City. D. Records. CONTRACTOR shall maintain records that are necessary to substantiate the services provided by CONTRACTOR 6 Contract, City of Lubbock & South Plains Food Bank E. Assignability. CONTRACTOR may not assign this Contract without the prior written approval of the City. F. Successor and Assigns. This Contract binds and inures to the benefit of the City, CONTRACTOR, and their respective successors, legal representatives, and assigns. G. Construction and Venue. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THE PARTIES HERETO HEREBY IRREVOCABLY CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS CONTRACT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. H. Severability. If any provision of this Contract is ever held to be invalid or ineffective by any court of competent Jurisdiction with respect to any person or circumstances, the remainder of this Contract and the application of such provision to persons and/or circumstances other than those with respect to which it is held invalid or ineffective shall not be affected thereby. I. Amendment. No amendment, modification, or alteration of the terms of this Contract shall be binding unless such amendment, modification, or alteration is in writing, dated subsequent to this Contract, and duly executed by CONTRACTOR and City. J. Entire Agreement. This Contract, contains the Entire Contract between the City and CONTRACTOR, and there are no other written or oral promises, conditions, warranties, or representations relating to or affecting the matters contemplated herein. EXECUTED as of the Effective Date hereof. CITY OF LUBBOCK WINDY SfYPON, MAYOR ATTEST: Rebecca Garza, City Secretary SOUTH PLAINS FOOD Weaver, Jr., Executive 7 Contract, City of Lubbock & South Plains Food Bank APPROVED AS TO CONTENT: Everette "Scoop Hooper Youth Services Coordinator APPROVED AS TO FORM: ohn M. Knight Assistant City Attorney JMK:cp CityatUJohn/GRUB-CITY-2.Contract February 20, 2002 Contract, City of Lubbock & South Plains Food Bank Resolution No.. 2002—R0099 Office of CITY OF LUBBOCKJEXAS Grants Management section Accounting P. O. Box 2000 Lubbock, Texas 79457 Sub -Grantee's Request for Funds 1. From: 2. Date Prepared: South Plains Food Bank 3. Contract Number: (Grantee) 2201 16th Street 4. Are Equipment Purchases or (Business Address) Contract Services Included Lubbock Texas 79401 in this request? (City) (State) (Zip) YES NO IF YES, PLEASE ATTACH INVOICES 5. These funds are requested to cover actual expenditures for the period: Reminder: Grant payments will be delayed if Special Conditions Through have not been satified. (First Day of the Month) (Last day of the Month) 6. City of Lubbock funds received to date:. $ 7. Total Project expenditures to Date 8. How much of item 7 is COL responsiple for? 9. Net (subtract item 8 from item 6y 10. Amount requested: 11. Submitted by: A 4t Printed Name of Financial Officer Signature Title HMiHHIH�HrHtHiiiii H1HHHiHfNf HifHHHHf HHHi HHHHHHHHHf HfHR►HHiifHHNHHHHHHiH�H�HiiHH�H� TO BE COMPLETED BY COL Financial Approval: Amount: $ / Intials Comments: Invoices: / Intials Date CITY OF LUBBOCK MUST RECEIVE ALL REQUEST FOR FUNDS WITHIN 60 DAYS OF GRANTS END DATE EXHIBIT Revised 2/19/2002 1. PERSONNEL 2. PROF SRVS 3. TRAVEL 4. EQUIPMENT 5. CONSTRUCTION 6. SUPPLIES, ETC 7. INDIRECT COST 8.TOTALS Resolution No. 2002—R0099 CITY OF LUBBOCK- ACCOUNTING DEPARTMENT GRANTS MANAGEMENT SECTION FINANCIAL STATUS REPORT FOR REPORT PERIOD ENDING ON GRANTEE: South Plains Food Bank Circle Appropriate Report Type GRANT PERIOD: 09/01/2001 to 08/31/2002 Quarterly or Final GRANT AWARD: $79,041 Section I. Expenditures by Object Class $ $ $ $ LESS FUNDS RECEIVED TO DATE FROM COL Unexpended Cash Balance Section II. ADDITIONAL REQUIRED INFORMATION (CUMULATIVE TOTALS ONLY) 1. Generated Program Income: = BALANCE as of 09/01/2001 = EARNED to date = EXPENDED to date 2. TOTAL IN KIND MATCH: = EXPENDED to date I certify that the funds provided by this grant do not supplant state or local funds which would have been available in the absence of this grant. I further certify that to the best of my knowledge and belief that this report is correct and complete and that the expenditures are in accordance with the rules and conditions set forth in the GOVERNOR'S CRIMINAL JUSTICE PLAN FOR TEXAS and award documents. Signature EXHIBIT