HomeMy WebLinkAbout2013/11/05 Item 17 r. - ��,-�
_ .�_ �•-�-�f�� _ CITY COUNCIL
�� _ � - � �. AGENDA STATEMENT
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- - W1��` ��� CITY OF
CHULA VISfA
11/OS/13,Item l�
ITED'I TITLE: RESOLUTION OF THE CITY COtJ\'CIL OF THE CITY OF CHULA
VISTA AUTHORIZII`'G THE CITY MAI�jAGER TO ENTER II`'TO A
FIRST AMENDMENT TO THE MEMORAI�'DUM OF
iJNDERSTANDING Vl'ITH THE CENTER FOR EMPLOYMENT
OPPORTUI�'ITIES
SUBDIITTED BY: DIRECTOR OF PUBLIC �6'ORKS
ASSISTANT DIRECT R F PUBL C WORKS
REVIER'ED BY: CITY MAI�'AGER
ASSISTANT CITY ANAGER�
4/STHS VOTE: YES ❑ NO �
SUi�ZA1ARY
In 2012, the City entered in a Memorandum of Understanding (1`40i� with the Center for
Employment Opportunities to support Public �uorks maintenance crews with individuals paroled
from our local prison system that aze sh-iving to re-enter the workforce. The MOU is set to expire
in November 2013. The First Amendment to the MOU extends the term to June 2015.
El��'IRO\�1ZENTAI. REVIER'
The Development Sen•ices Director has reviewed the proposed project for compliance ���ith the
Califomia Environmental Quality Act (CEQA) and has determined that the project qualifies for a
Class 1(d) cate2orical exemption pursuant to Section 1530] (Existing Facilities) of the State
CEQA Guidelines because the proposed acceptance and appropriation of funding �vill result in
the maintenance of existing landscape and facilities with no expansion of an existing use. Thus,
no further environmental review is required.
RECO�Ti�1ENDATION
Council adopt the resolution.
DISCUSSION
In 2012, the City entered in a two-year Memorandum of Understanding (MOU) �i�ith the Center
for Employment Opportunities (CEO) to support Public Works maintenance crews with
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11/OS/13, Item ��
Page 2 of 2
individuals paroled from our local prison system that are striving to re-enter the workforce. This
"non-profiP' organization provides a supervised, 6 to 8 person work crew, working full time, For
less than the cost of adding a single full time position. In addition, the program provides valuable
transitional work experience for the participants and studies have demonstrated that individuals
with a criminal history who gain employment aze less likely to re-offend.
During the initial six months of the contract the City compensated CEO $20,000 for a portion of
the cost for the program and during fiscal year 2012-13 the City compensated CEO an additional
$50,000. The CEO work crews provided services to the Custodial, Graffiti, and Parks Sections
for various maintenance projects including landscape maintenance, gaffiti removal, and
painting. CEO also provided support to various Open Space districts, for which the costs were
reimbursed from those districts.
The MOU is set to expire in November 2013. The First Ainendment to the MOU extends the
term to June 2015. If extended, services would continue for the Park"s Section and in various
Open Space districts and as needed for special projects.
DECISION MAKER CONFLICT
Staff has reviewed the decision contemplated by this action and has detennined that it is not site
specific and consequently the 500 foot rule found in California Code of Regulations section
18704.2(a)(1) is not applicable to this decision.
CURRENT YEAR FISCAL IAZPACT
The fiscai year 2013-14 budget included an appropriation of$50,000 from Open Space districts
and �25,000 from the Public Works Operations budget for maintenance services from CEO.
ONGOING FISCAL IAZPACT
Maintenance costs for the period July 2014 to June 2015 will be included in the fiscal year 2014-
15 budget.
ATTACHMENTS
First Amendment to Memorandum of Understanding
Prepm�ed by.� Michael Lengyel, Senior A4mtugen�en7 Analyst
H:IPUBLIC lVORKS-ENGIAGENDAICAS2013111-OS-1310E0 Contract Eslension Agenda StatemenrlREPORT-
P{V CEO Contract Amendmen!Agenda Statement.doc
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RESOLUTION NO. 2013-
RESOLUTIOI�' OF THE CITY COUI�'CIL OF THE CIT1' OF
CHULA VISTA AUTHORIZII�TG THE CITY D4ANAGER TO
EI�'TER II�iTO .A FIRST An4ENDA4ENT TO THE
A1En40RAI�iDUM OF Ui\iDERSTAI�TDII�rG V�'ITH THE CE\iTER
FOR EA4PLOYI�4ENT OPPORTLi�'ITIES
il'HEREAS, pursuant to a \4emorandum of linderstandins between the Cip� of Chula
and the Center for Employment Opportunities (`CEO ') entered into in Januan� 2012 (the
"A40U"), CEO has supponed Public �\rorks maintenance cre�ti�s ���ith a work crew of indi��iduals
paroled from our local prison s��stem that aze striving to re-enter the ��-orkforce; and
\l'HEREAS; the supen�ised, 6 to 8 person work cre�v. ��-orking.full time, is less than the
cost of adding a single full time position; and
\VHEREAS; the program provides valuable transitional work experience for the
participants and studies have demonstrated that individuals ���ith a criminal historv ���ho eain
employment are less likelv to re-offend; and
�4�HEREAS, the 1�40U is set to expire in November 2013 and both the Cit�� of Chula
Vista and CEO have expressed interest in extending the MOU.
V�%HEREAS; the fiscal year 201.i-14 budset included an appropriation of 5�0;000 from
Open Space districts and �2�,000 from the Public �Vorks Operations budget for maintenance
services from CEO.
NOVd. THEREFORE. BE IT RESOLVED that the Citv Council of the Citv of Chula
Vista does herebv authorize the Citv Mana¢er to enter into a First Amendment to the
n�emorandum of Understanding �aith the Center for Employment Oppo unitie
Presented b�� Appr �� d as to f � /
/
Richazd A. Hopl:ins �en R. Googins
Director of Public \'�'orks C�t�� Attome��
1:41ttome��\FINAL RESOS AI�D ORDINA\CES�?013\I 1 0� 13\RESO-P\\'-CEO Contract Admendment.doc
t or_zn_oi 3 i�:a i ,an�
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THE ATTACHED AGREEMENT HAS BEEN REVIEWED
AND APPROVED AS TO FORM BY THE CITY
ATTORNEY'S OFFICE AND WILL BE
FORMALLY SIGNED UPON APPROVAL BY
THE CITY COUNCI .
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61en R. oogins�—
�City Attorney
Dated: %(� yS
FIRST AGREEMENT TO
MEMORANDUM OF LJNDERSTANDING
BETWEEN
THE CITY OF CHLJI,A VISTA AND
THE CENTER FOR EMPLOYMENT OPPORTUNITIES
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FIRST AMENDDIENT TO
SAMPLE ME140R4NDti14 OF UNDERSTANDING
Center for Employment Oppartunities
R
Prospective Partner Oreanization
RECITALS
1'JHEREAS, the City of of Chula Vista (CITY) and the Center for Employment Opportunities,
Inc. ("CEO") entered in[o that ceriain Memorandum of Understanding dated January 9, 2012 and
attached herein as Exhibit A ("?v10U"); and
\VHEREAS; CEO has performed the responsibilities of the MOU as listed in Section D, and
CITY has compensated CEO in the amount of$50,000 as a subsidy for a portion of the program;
and
WHEREAS, the term of the MOU will end on I�'ovember 30; 2013, unless_other otherwise
extended by mutual agreement; and
WHEREAS, both the CITY and CEO have expressed interest in extending the term of the MOU
with certain amendments to the vIOU.
NO\V, THEREFORE, the CITY and CEO, based on mutual consideration, the receipt and
sufficiency of which is hereby acknowledged, agree to amend the provision A, B, D and F of the
MOU as follows:
A. TER11:
The term of the MOU shall be extended to 7une 30, 2015, unless extended or terminated by
mutual agreement or terminated pursuant to Section I. of the MOU.
B. DESIG\'ATION OF PROJECT LEADERS:
2. CITY designates Michael Lengyel as CITY project leader.
F. COMPENSATION:
2. From the period July 1, 20li to June 30, 2014, CITY shall pay CEO $7�,000.
a. After the period July 1, 2013 to June 30; 2014, provided that the CITY, in its sole
discretion, has determined that it is satisfied with the work performed by CEO
participants and the program, CITY shall make reasonable efforts to secure additional
funding [o subsidize a larger portion of the costs for the CEO program work within
the CITY for the remaining twelve(12) months of the Agreement.
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This Pirst Amendment changes onlv those sections of the \�OU specifically identi(ied in sections
A, B, and F; above. No other changes to the MOU are contemplated or intended by iliis First
Amendment. Thc balanee of the I�40U shall remain unch�ngcd ��nd continue in full force and
effect.
IN WITIVTSS �'HEREOP, CITY aud CEO l�ave executed this I'irst Ameudment to tl�e MOU,
indicating that thcy have read and Lmdcrstood samc, and indicatc ll�eir full and complcte consent
lo its terms:
CENTI;R I�OI �A97'LOY F,NT Ol'POR'fUNT'C]Z;S, iNC.
/ � � �
�3y; � � Date: (�� ,>
Bra D ing -
Cl�ief of Operations
THE CITY OP' CHULA VIS"fA
[3y: Date:
James D. Sandoval
City Manager
Approved as to Ponn:
Glcn R. Googiils
c��y ntto��,�y
,
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Eshibit A
to
FIRST AMENDMENT TO
SAA'IPLE 14EMORANDUn7 OF UNDERSTANDING
Center for EmploF�ment Opportunities
8
Prospective Partner Organization
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SAMPLE MEMORANDUM OF UNDERSTANDING
Center for Employment Opportunities '
&
Prospective Partner Organizarion
RECITALS
Dpf-IEREAS, the Ciry of Chula Vista (CITS') is the second lugest ciry in San Diego County and one
of the safest cides in the zegion;
WHEREAS, statisdcs show that a latge pexceatage of those cointxutCing crimes axe xepeat offendess,
and
WHEREAS, studies have demonstzated that individuals with a cnnunal justice history who gain
employment aze less likely to re-offend; and
WHEREAS, the CITY has been apptoached by Centet foz Employment Opportunities to
participate in a unique pxogiam ptoven to xeduce rates of xecidivism by psoviding a venue foz
individuals with r*++*�+nal histories to leam job skills and pesfotm Legulaz woxk;and
WHERF.�S the Centet fox Employment Oppoxtunities, Inc ("CEO") has offeLed compzehensive
emplopment services for people with rn,,,i.,al convictions,aZCluding uninediate paid transitional
work, job development and employment zetention services,in New Yozk City as an independent
ozganization since 1996 and as part of the Veza Institute of Justire since 1978;
WHERFAS CEO offeis paid tiansitional woxk to its pazticipanu thTOUgh opexating wosk ctews of
5-7 people that provide indooz and outdoox maintenance, deaning,beautification and giounds-
keeping sexvices to state and muniupal agencies and a variety of public and private corposations;
WH�REAS, rheze aze sevesal necessary services fox which the CIT1'has never had full-time staff
,nd does not cuuendy have the resources to perforsn;and
WHEREAS, CEO and the CI"I'1'believe that the peifosmance of some of these necessaiy services
would pzovide the progiam participants meaningful wotk opportunities, create a xeal and visible
unpact on rhe communities and, most unportandy, help in reducin�the xates of zecidivism within
the County of San Diego and the City Of Chula Vista's boidrxs; and
,. WHEREAS, the CITY and CEO shall woik togethex to identiEy the services that would best meet
the goals of the pxogxam; and
WHEREAS CEO will pxovide the CITI'at least one woxk cxew of 5-7 individuals to perfovn the
idendfied services; .
WHEREAS, CEO shall fur.d the pxogxam from xesouices that may include the Federal Social
Innovation Fund, associated matching dollzrs and potentially othex soiuces; and
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�F�'RF�AS, the CTIY will subsidize a porrion of the pzogtam in the inirial six months of this �
agreemen�and based on satisfactory� service of CEO during that period,cvill make every effort to
fund a lazger poxrion progzam foi the zemauung term of this agreement
WHEREAS, rhe CITY zecognizes that parocipation in this progzam cvill benefit all oE the utizens of
this communitj�.
\�OW, THEREFORE, the City and CEO, based on mutual considecarion, the zeceipt and
suffiuency is hueby acknowledged, encec into chis?vfemozandum of lindeistanding ("?vIOU'�
subject to the following terms and conditions:
TERi�4S A1�1D CONDTTIOI�TS
A. TERM:
The term of this MOU shall be fox tmenry--four (24) months beginning Decembec 1,2011 and
ending I�TOCembex 30. 2013. unless othecwise estended oc termuiated bf mutual agteement oc
terminated pucsuant to Section I.
B. DESIGNATION OF PROjECT LEADERS:
Each partf agxees to designate an individual oi individuaLs who shall sezce as pxoject leadezs ox
managers within theix respective ox°ni>ation. Each such individual shall be xuponsible foi
implemenring the temis of this MOU and coozdinating all progxazn activiries.
1. CEO designates Keiara Auzenne as CEO pxoject leadec
2. Ciry designates Bob Beamon as City pzoject leadex.
C. PROGRAI�4 PARTICIPANTS:
The parties agzee thac pazricipanu in any CEO wbxk cxew pzoviding services to :he CITY will be
comprised of indiciduals who live in San Diego County have c++..,i.,�conviction(s), and have been
thoxoughly scxeened by CEO to ensure that they will be suitable pazticipants foi a ptogram of this
natuie.
D. RESPONSIBILITIES OF CEO:
CEO xesponsibiliries shall indude the folloming: ,
1. Pesfocm all ouueach,zeccuitment, and ensollment for pzogxam pazticipants.
2. Enroll 70 pazricipants ovexall fxom County of San Diego ovei the couzse of one yea=in
CEO's paid�ansirional emplopment piogxam, a **�;n;**+um of 20 of whom shallzeside in
Chula Vista and woxk on pTOjects designzted by the City of Chula Vista.
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a. CEO has the exclusive nght to terminate ot suspend patticipants who fail to adh�e to
CEO's emplofinent pxogcam poliries. ;
3. Saeen all pzogxam partidpanu foz theit employment eligibility and fimess to wosk
a. Indi�zduals with sexual offenses oz azson offenses shall be piohibited from enzolling in
the ptogiam .
b. The eligibility o£violent felony offendets shall be thoxoughlp reviewed by CEO on a
case-by-case basis prioz to any acceptance of such offenders into the progsam.
4. Pzovide a tri�±**�um of one woxk ctew of up to 7 pexsons for 65 hoars a day, Monday
thsough Friday, excluding holidays, co pufoan agxeed upon services and assignments and
addirional czews if jointly agxeed beta�een CEO and the CITY.
5. Ensute the safery of all CEO a�ork-cxew members,including ptoviding them with safety and
othex equipment foz theit pexson, including items such as steel-toed boots, CEO II�s and
safety vests.
6. Receive wozk assignmenrs fzom City Liaison and communicate with such pexsonnel about
the wock to be pexiosmed priot to pexfozmance, about the ptogress of the wosk during
pezformance, and about what was done aftez pesfoxmance.
7. Supervise rhe wosk of any CEO work crem,including ptoviding line of sight supexvision of
work-csem membe:s during the 6.5 daily work ho�s,
8. Pzovide compensation to piogram patdcipants in accoxdance with all local, staYe and fedexal
. minim�i W3ge 13R�5. '
a. City shall have no obligation to pay any compensation d�ecdy to pxogtam partiapants.
9. Make available to all pzogxam pazdcipants the following services/actroiries:
• Pie-employment uaini a classes including tesume writing and interview skill building to
be detivered by CEO's Paxtidpant Engagement Leadez (PEL) during a one week Life
Skills Education class at CEO's oEfice that commences the progzam;
• Job Coaching and Job placement sexvices to be delivexed by the PEL and Employment
Specialist (ES)zespectively at CEO's offices one day pes week while paxricipanu aze
acuvely enrolled in tcansitional wosk ;
• Post-placement services to incLease labox-fozce xetention, fox one yeaz �om the date of
full-time job placement to be deliveied by the PEL and ES at monthly interoals at
ininimum eithet at CEO's offices o=another convenient meeting place fox piogcam
participants who aze working full time.
' E. RESPONSIBILITIES OF THE CITY:
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1. Pzovide a liaison to idenrifp and seaue foi CEO appxopriate work csew pxojecu in (
pzoperties conuolled and maintained by the Gty (Citp Liaison) and communicate daily with ;
designated CEO staff membets about tl�e scope and ptogress of the work
2. Ensuze the mozlc pzojecu identified by tl�e City provide pzogxam paztiapants with
meaningful wozk experience and have a tangible community unpact
a. Citf shall ensure that none of the work ox tasks identified fot peLfomiance by the CEO '
participanrs aze those that would othetwise be pesfom�ed by emplopees xepxesented by '
Ciry zecognized baro in�units.
3. Ensuze that CEO hu legal access to the pzoperties that it a�ill be maintaining and
beaurif�ing. '
4. Hace the Ciry pzoject leadex, as defined in Section B,meet�c�ith CEO's ptoject leadu on a
quaztrsly basis to discuss the pioject's ptogress.
F. COMPENSATION
1. The cost of a CEO�ozk ccea,mdusive of wages fox partidpanu; suPexcuion;petsonal
safety equipment including steel toed boocs,work goggles, ieflective vesu, among other
items; tsauspoztation; papcoll processiag and ot6es associated costs shall be paid by CEO.
2. For the fizst six months of this ?�40U,CITY shall pay CEO $20,000
a Afrez the fust siz (6) months, piocided that the CTTY,in its sole discretion,has
detemuned that it is sari=fied with the mork perfoxmed by CEO pazricipants and the
progrem, CITY shall make xeasoaable effozts to secute addirional funding to subsidize a
IazgeL poxtion of the costs oY rhe CEO piogzam woik within rhe CITY foz the second
hrelce (12) monrhs of the Agxeement and the GITY shall make fuxther efforts to
incxease subsidy funding foz rhe CEO ptogtaui in the final six months of Agzeement
G. INSURANCE:
1. Genexal. CEO must procure and r=aintain, during the period of perfoimance of dils
Agzeemen� and fo=tmelve months z8ex completion,policies of insucance fiom insuxance
companies to pzotect against daims foz injuries to pessons oz damages to pxoperty that may
arise from ox in connection with the pexfozmance of the wozk undeL this Agiecment and the
xesulu of rhat work by rhe CEO, his agents,zepzesentadves, employees oc subcontcactors,
and provide documentarion of same prioi to commencement of work.
2. Minimum Scope of Insuzance. Covezage must be at least as bxoad as:
a. CGL. Insurance Services Office Commercial General Liability covezage (occuuence
Foan CG0001).
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b. Auto. Insuxance Seccices Office Foun Numbex CA 0001 covenng Automobile Liability,
Code 1 (any zuto).
c. WC. Workers' Compensadon insutance as xeguited by the State.of Califomia and
Employet's Liabiliry Insuxance. !
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d. E&O. Piofessional Liability oz Eaors & Omissions Liability insuxance appxopriate to
the CEO's pzofession.A=chitects'and Engineets' covexage is to be endorsed to include
contracmal liabiliry.
3. Muvmum Limits of Insutance. CEO must tnaintain limits no less than those included in the
table below:
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1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and �
(Including property damage. If Commercial General Liability insurance
operations, with a general aggregate limit is used, either the general
products and aggregate limit must apply separately to this projecUlocatio� or
completed the general ,aggregate limit must be twice the required
operations, as occurrence limit.
a licable .
2. Automobile $1,000,000 per accident for bodily injury and property damage.
Liabilit
3.Workers' Statutory
Compensation 51,000,000 each accident
Employers Liability: $1,000,000 disease-policy limit
$1,000,000 disease-each em lo ee
4. Deductibles and Self-Insured Retentions. Any deductibles ox self-insured retentions must be
declazed to and appxoved by the City. At the opuon of the City, eithex the insuset will
zeduce ox eliminate such deductibles or self-insured setetttidns as they pextain to the City,iu
officezs, officials, employees and volunteezs; or the CE0 will pxovide.a financial guatantee
satisfactory to the City guazanteeing payment of losses and xelated investigations, claim
administeation, and defense e�enses.
5. Othex Insusance Ptovisions. The genexal liability, automobile liability, and whese
appropriate, the woiket's compensation policies axe to contain, or be endozsed to contain,
tbe following provisions:
a, Additional Insuzeds. City of Chula Vista,its officers, officials, employees, agents, and
volunteets are to be named as addirional insuxeds with tespect to all policies of
insurance, induding those with respect to liability arising out of automobiles owned,
leased, hued os bonowed by o= on behalf of the CEO,whexe applicable, and,with
zespect to liability ausing out of work oi opezations petformed by ox on 6ehalf of the
CEO,including providing materials, pazts ot equipment furnished in connection with
such wosk oi opesations. The genexal liability additional insuLed coveiage must be
pzovided in the foxm of an endoxsement to the CEO's insurance using ISO CG 2010
(11/85) or its equivalent Specifically, the endoxsement must not eacdude
Products/Completed Opexations covexage.
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b. Primary Insuzance.The CEO's General Liabilit�insuxance covesage must be primary !
insucance as it pertains to the City, ic5 officess, officials, employees, agens, and
volunteers.Anp insu=ance oz self-insuLance maintained by rhe City,its officexs, officials,
employees, oz volunteess is wholly sepazate from the insuxance of the CEO and in no !
iray relievu the CEO fxom irs iesponsibiliry to pco�cide insuiance. �
c. Cancellation. T�e insuzance policies requued by this Agreement shaIl not be canceled by '
eithex pazty, except afres thixty days' prioz wrirten uotice to the City by cerrified mail,
cetum zeceipt xequested. The woxds "will endeavox" and "but failuxe to mail such notice
shall impose no obligarion ox liabilits of any land upon the company,its agenu,oL
zepiesenrarives" shall be deleted from all cezrificates.
d. Acrive ?�Tegligence. Coverage shall not extend to any indemnit� covexage for the active
negligence of the additional insuteds in any case whese an agieement to indemnify the
addirional insured would be invalid undes Subdivision (b) of Secrion 2782 of the Civil
Code.
e. �X�airei of Subxogation. CEO's insu�er will ptovide a Waives of Subzogation in £avox of
the City fox each zequued poliry pxoviding covezage for the tum cequized by this
Agieement
6. Claims Forms. If Geneial Liabiliry,Pollution and/oi Asbestos Pollurion Liabiliiy and/oz
Euoxs & Omissions covesage aze wrirten on a claims-made fomm:
7. Retxo Date. The "Retxo Datc" must be shown, and must be bcfore the date of t6e
Agreement or the beginning of the work zequired by the AgLeement
S. b4aintenance and Evidence Insucance must be maintained.and evidence of insurance must
be pzocided fot at least five yeazs aftet compledon of the work xequued bp the 9gxeement
9. Cancellation. If coveiage is canceled or non-=enewed, and not replaced with anorhex claims-
made policy form crith a `Retxo Datc" priot to the effecuce date of the 9gzeement,the
CEO must puxchase"extended xeporting" covexage fox a**+;n�**�um of five yeazs after
compleuon of the work zequued by ihe Agreement
10. Copies. A copy of the claims xepozting requicements must be submitted to the City fox
ieview.
11. Acceptability of Ins.�ess. Insuzance is to be placed wirh licensed insuzezs admiaed to
transactbusiness in the State of California with a cuaentA.TV1. Best's iating of no less than A
V. If insucance is placed wirh a surplus lines insures,insuter must be listed on the State of
Califomia List of ELgible�urplus Lines Insutess ("LESLI") w-ith a cuxzent A.M. Best's reting
of no less rhan A�i. Eaception map be made fox the State Compensarion Fund when not
spedfically zated.
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12. Vexificarion of Covexage. CEO shall furnish the City with original certificates and
amendatory endozsements effecting covexage xequized by Section I.C. of this A�eement
The endozsements should be on insutance industxy foxms,pzovided those endorsements oi
policies confo� to rhe requuements of tbis Agreement All cextificates and endorsements
aze to be xeceived and approved by the City befoie woik commences.The City xesetves the
right to require, at any time, complete, cextified copies of all iequixed insuiance policies,
induding endorsements evidencing the covezage xequixed by these specifications.
H. INDEMNIFICATION
L CEO shall defend, indemnify, protect and hold harmless the City,its elected and appointed
officeis, agents and employees, Exom and against any and all claims, demands, causes of
action,costs, expenses, liability, loss, damage ox injury,in law or equity, to property oc
pezsons, including u7ongful death, in any mannei arising out of ot incident to any alleged
acts, omissions, negligence, oz willfiil snisconduct of CEO,its officials, officeTS, employees,
agents, and conixactoxs, arising out of or in connection with this MOU ox the petfom�ance
of the services heieundex. This indemnity pxovision does not include any claims, damages,
liabiliry, costs and expenses (including without limitations, attomeys fees) axising from the
negligence, active negligence ox willful uusconduct of the City, its officexs, employees.Also
covesed is liability azising $om, connected wit6, caused by ot claimed to be caused by the
active ox passive negligent acts oi omissions of the City, its agents, officexs, oi employees
which is in combination with the active os passive negligent acts oz omissions of the CEO,
its employees, agents oz officexs.
2. Costs of Defense and Awazd. Included in the obligations in Sections H(1) above,is CEO's
obligation to deEend, at CEO's own cost, expense and risk, any and all suits, actions ot othez
legal pzoceedings, rhat may be bsought oz insrituted against the Citp,its directozs, officials,
officus, employees, agents and/oi volunteus, subject to the limitations in Sections H{1).
CEO shall pap and sadsfy any judgment, awatd ox dectee that may be zendesed against City
or its directois, officials, officers, employees, agents and/or volunteess, foz any and all
xelated legal e�enses and cosu incuaed by each of them, subject to the limitations in
Sections H(1).
3, Insuxance Proceeds. CEO's obligation in Section H to defend and indemnif��the City shall
be iestricted to its insutance pxoceeds, if any, zeceived by the City, its ditectors, officials,
officezs, employees, agents, and/ox volunteers.
4. Declazations. CEO's obligations undez this Secrion H, Indemnificadon, shall not be limited
by any prios or subsequent declarauon by the CEO.
5. Enfoxcement Costs. If the City is the pxevailing party to an applicable indemnity
enEo=cement suit, CEO agxees to pay any and all costs City incurs enfotcing the indemnity
and defense pzovisions set foith in Secrion H.
6. Suroival. CEO's obligations undex Section H shall survive the teriiiination of tbis
Agreement.
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I. TERMINATION I
1. Termination foz Cause. If, tluough any cause, CEO shall fail to fulfill in a timely and propex
mannu CEO's obligarions undex chis MOLi, oz if CEO shall violate any of the covenants,
agreements oi stipularions of this MOU, City shall have the ught to terminate this MOU by'
giving noace to CEO of such teunination and specifying the effective date theseof. The
norice may be eithei in writing ox oial; howevec,if such norice is communicated onlly,it
shall be follo�re�wirhin two (2) business daps,by a written notice.
2. TP***+�nation of MOU for Convenience. Eithez parts shall have the right to teaninate tbis
MOli at ano time and fox any zeason,by gicing specific written notice to the othex patty of
such temunarion aud specifying rhe effective date rbeteof, at least thuty (30) days before the
effective date of such temunation. In the event that CEO terminates this MOli prioz to the
end of the fiisY six (6) months, CEO shall teimbuxse the Cicf a pxo xata shaze of the funds
Citr comnvtted and paid to CEO. -
J. NOTICE
1. \'oacu. All nodces, demands, requats oz othec communicarions sequited ox pemutted
heteunder (collecrively, "Notices'� shall be in wriring, shall be addxessed to the xeceiving
pazry, znd shall be personallp deliveted, sent by ovemight mail {Fedesal Exptess oz anothes
camu that piovices receipts fox all deliveries), ox sent by cettified ma1,postage pzepaid,
zerum zeceipt requested, to the add=ess listed below:
If to CEO:
?�-tindy S. Tulow
Egecutive Dicector/Chief Executive OfficeL
Centes for Employment Opportunities
32 Bioadway, 15'� F7ooz
Ne�r York,N ew York 10004 �
With copies to:
Sam Schaeffez
Eaecutroe Di:ectoz, CEO ?�Tational
Centu fox Employment Opportuniries
32 Bioadway, 1�� Floot
Ne�Yorlt,Nem York 10004
If to Ciry:
Citc of C?�ula Vista
276 Fouith Avenue
Chula Visra, California 91910
Attention: Jim Sandoval, Ciry Manages
Fa�c ivo.: (619) 4-09-�997
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With copies to:
i
All I�otices shall be effective upon Teceipt at the appropriate addtess. Notice of change of
addsess shall be gicen by wiitten Notice in the mannex detailed in this Section. Rejection ot '
othec sefusal to accept oz the inabilitv to delivex because of changed addxess of which no
Notice in accoxdance with this Section was given shall be deemed to constitute teceipt of
such I�TOtice. The pxoviding of copies of Notices to the pazties'zespective counsels is fox
information only, is not tequiied foz calid Notice and does not alone constitute Notice
heceundet.
K. GENERAI. PROVISIONS
1. Headings.All article headings are fos convenience onlp and shall not affect the interpzetarion
of this MOU.
2. Gendes &Numbei. Whenevez the contelct tequues, the use hexein of(t) the neutex gender
includes the masculine and the fetninine gendexs and (ii) the singulat numbez includes the
plutal number.
3. Refexence to Pazagxaphs. Each zefetence in this MOU to a section refexs,unless othetavise
stated, to a section of this MOU.
4. Incozpotation of Recitals. All zecitals betein aze incorpozated into this MOU and aze made a
part he=eof.
5. Covenants and Conditions. All provisions oE this MOU exptessed as either covenants oz
conditions on the part of the City os CEO,shall be deemed to be both covenants and
conditions.
6. Integtadon.This MOU and any Exhibiu and xefetences inwiporated into this MOU fully
expsess all undezstandings of the Paz-ties conceming the mattezs covexed in this MOU. No
change, alte=ation, or modification of the terms os condirions of this MOU,and no vesbal
undesstanding of the Parties, tlieiu officess, agents, ox employees shall be valid unless made
in che form of a written change agieed to in writing by both Parties ox an amendment to this
MOU agxeed to by both Pazties. All prioi negotiations and agieements aze merged into this
MOU.
7. Seveiabiliry. The uneofoxceabilicy, invalidity, ot illegality of any provision of this MOU shall
not zeodex any other pxovision of this MOU unenfozceable, invalid, oi illegal.
8 Dzafting Ambiguities. The Pazties agxee that they ue awaze that they have the right to be
advised by counsel with respect to the negoriauons, tertns and condirions of this MOU,and
the dedsion of whethet oi not to seek adcice of counsel with sespect to this MOU is a
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decision that is the sole zesponsibiliry of each Partp.This MOU shall not be construed in
favox of oz against eithet Party by xeason of the extent to which each Party patticipated in
the dxafting of the MOU.
9. Conflicts Between Tezms. If an appazeni conflict ox inconsistenry exists between the main
body of dus MOU and any Exhibits, the main body of this A40U shall contxoL If a conflict
esisu between an applicable fedesal, state, ot 1oca1]aw,rule,xegulation, oLdet, ox code and
this �40Li, the aw, nile,regulatiou, ordes, oi code shall conteoL Vazping degzees of
stringenry among the main body of this MOU, the Eshibits, and laws,rules,regularions,
ordess, ox codes aze not deemed conflicu, and the mosc stringent zequuement shall controL
Each Party shall notify tke othes uvmediatelp upon the idenrification of any apparent
conflici ot inconsistenry concerning this MOli.
10. Pxompt Pecfoxmznce. Time is of the essence of each cocenant and condirion set forth in this
MOU.
11. Good Faith Pufoimance. The pax*ies shall coopecate wirh each othei in good faith, and
assist each other in the pnxfo�ance of the piovisions of this �40U.
12. Furthez Assurances. City and CEO each agiee to execute and delivez such additional
documents as map be mquued to effectuate the piuposes of this MOU.
13. E�chibits. Each of the folloa�ing Ew'ubirs is artached heseto and incozpora[ed hexein by this
zeference: I�T/A
�4. Contcolling Law. The laws of the State of Califomia shall gocetn and contcol the te�s and
conditions oE chis MOU.
15. jurisdicdon,Venue, and At[omey Fees. To the estent pemucted by law, the venue foz any
suit oz pxoceeding concewing this MOU, the intezpzetarion oi application of any oEits
texms, ot any zelated dispuies shall be in the Countp of San Diego, Stau of Califomia. The
pzevailing Parry in any such suic oi pioceeding shall be entided to a xeasonable awaxd of
attorney fees in addition to any othes awazd made in such suit or pcoceeding.
16. b4uncipal Powers. I�TOthing contained in this D40U shall be construed as a limitation upon
the powexs of the City as a charceied city of the State of California.
17. Thixd Paay Relarionships. The execution and delivecy of this DiOU shall not be deemed to
confes anf rights upon, noi obligate any of the parries to this ?�40U to, any pexson ot entitp '
other than the pazties hueco. Nothing in this MOU shall cseate a contracrual relationslup
between Cits and any thixd pazty.
18. Non-Assignment. CEO shall not assign any of iis obligarions undet this MOU withouc the
prior written authorizarion of the City.
19. Successors in Intecest 'I'his MOU and all rights and obligations cteated by this MOU shall
be in fotce and effect whethes or not any Parties to the MOU have been succeeded bp
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anothes entity, and all nghts and obligarions cxeated by this MOU shall be vested and
binding on any Parts's successoi in inteiest
20. No Waivex. I�TO failuie of eithu the Citp to insist upon the sttict pezformance of any
covenan� term ox condition of this D20U,noz any failute to exercise any right ox remedy �
consequent upon a bxeach of any covenant, texm, oz condition of this MOU, shall constitute ;
a waivez of any such bieach of such covenant, term ox condition. No waivex of any bxeach
shall affect ox altex this MOU, and each and eceiy covenant, condition, and teLm heteof shall
continue in full fotce and effect to any existing oz subseq�ent bxeach.
21. Adirunistxatroe Clauns Requitements and Pzoced�es. No suit ot axbitration shall be bLOUght
arising out of this MOU, agaiust rhe City unless a c]aim has fizst been ptesented in writing
and filed with the City and acted upon by the City in accotdance with the pxocedures set
forth in Chaptex 134 of the Chula Vista Municipal Code, as same may from time to vme be
atnended, the ptocisions of which aze incorpoxated by this xefesence as if fully set forth
herein, and such policies and psocedutes used by the City in the implemenrarion of same.
22. Countexpazu; Facsixnile Signahues. This MOU may be egecuted in mulriple counterparts,
each of which shall be deemed an original,but all of which, togerhet, shall constitute but one
and the same instrument. A facsimile signatuxe shall be deemed an original signatu=e.
23. Signing Authority. The xepxesentative fot each Party signing on behalf of such Patty h�eby
declazes that authonty has been obtained to sign on behalf oF the Citp and/ot District, u
applicable and agiees to hold the othex Paxty oi Pazties heseto hazmless if it is lates
detexmined that such authority does not exist.
IN DUITNESS WHEREOF,City and CEO have executed this MOU, indicating that they have tead
and undexstood sazne, and indicate theic full and complete consent to its temis:
CENTER FOR L YMENT OPPORTUNITIES, INC.
jjy; Date: I�I� l��
dy . Tazlow
Executive Dizectox/
Cluef F.�cecutive Officet
THE CI OF C VIS
By: J' � Date: � 9 �?'
-S��
Approved as to Fonn:
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�5len R. Googins i
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