HomeMy WebLinkAbout2009 CON Integrity Charter School - CDBG 08-09SUBRECIPIENT AGREEMENT
By and Between the
City of National City and Integrity Charter School
for
Program Name: ICS Technology Enhancement
THIS AGREEMENT, entered this51"day of ""E1 , 2009 by and between the City of National
City (herein called the "Grantee") and Integrity Charter School (herein called the "Subrecipient").
WHEREAS, the Grantee has applied for and received funds from the United States Government under
Title I of the Housing and Community Development Act of 1974, as amended (HCD Act), Public Law
93-383; and
WHEREAS, the Grantee wishes to engage the Subrecipient to assist the Grantee in utilizing such
funds;
NOW, THEREFORE, it is agreed between the parties hereto that;
SCOPE OF SERVICE
A. Activities: The Subrecipient will be responsible for administering the program titled, The
ICS Technology Enhancement Program in a manner satisfactory to the Grantee and
consistent with any standards required as a condition of providing these funds. Such
program will include activities eligible under the Community Development Block Grant
(CDBG) program, as specified in Exhibit A, attached and incorporated herein.
B. National Objectives: All activities funded with CDGB funds must meet one of the CDBG
program's National Objectives: benefit low- and moderate -income persons; aid in the
prevention or elimination of slums or blight; or meet community development needs
having a particular urgency, as defined in 24 CFR 570.208
The Subrecipient certifies that the activity(ies) carried out under this Agreement will meet
the National Objective of serving Low Income Persons
C. Levels of Accomplishment — Goals and Performance Measures: The levels of
accomplishment may include such measures as units rehabbed, persons or households
assisted, or meals served, and should also include time frames for performance. Refer to
Exhibit A for levels of program services.
D. Staffing: Subrecipient shall be responsible for staff and time to be allocated to each
activity, as set forthin Exhibit A, attached hereto and incorporated herein.
E. Performance Monitoring: The Grantee will monitor the performance of the Subrecipient
against goals and performance standards as stated above. Substandard performance as
determined by the Grantee will constitute noncompliance with this Agreement. If action to
correct such substandard performance is not taken by the Subrecipient within a
reasonable period of time after being notified by the Grantee, contract suspension or
termination procedures will be initiated.
II. TIME OF PERFORMANCE
Services of the Subrecipient shall start on the 151 day of July, 2008 and end on the 30th day of
June of 2009 in the case of Public Services and in the case of Capital Improvements end on
June 30, 2010. The term of this Agreement and the provisions herein shall be extended to
cover any additional time period during which the Subrecipient remains in control of CDBG
funds or other CDBG assets, including program income.
III. BUDGET
Any indirect costs charged must be consistent with the conditions of Paragraph VII (C)(2) of
this Agreement. Subrecipient shall adhere to the budget breakdown, attached as Exhibit B
and incorporated herein. Any amendments to the budget must be approved in writing by both
the Grantee and the Subrecipient.
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IV. PAYMENT
It is expressly agreed and understood that the total amount to be paid by the Grantee under
this Agreement shall not exceed Forty Thousand Dollars (S40,000). Drawdowns for the
payment of eligible expenses shall be made against the line item budgets specified in
Paragraph III herein and in accordance with performance. Expenses for general administration
shall also be paid against the line item budgets specified in Paragraph III and in accordance
with performance.
Payments may be contingent upon certification of the Subrecipient's financial management
system in accordance with the standards specified in 24 CFR 84.21.
V. NOTICES
Notices required by this Agreement shall be in writing and delivered via mail (postage
prepaid), commercial courier, or personal delivery or sent by facsimile or other electronic
means. Any notice delivered or sent as aforesaid shall be effective on the date of delivery or
sending. All notices and other written communications under this Agreement shall be
addressed to the individuals in the capacities indicated below, unless otherwise modified by
subsequent written notice.
Communication and details concerning this contract shall be directed to the following contract
representatives:
Grantee
Subrecipient
Contact Person:
Carlos J. Aguirre
Contact Person:
Sandra Dominguez
Organization:
City of National City
Organization:
Integrity Charter School
Address: 1243 National City Boulevard
National City, CA 91950-4301
Address: 125 Palm Avenue,
National City, CA 91950
Telephone:
(619) 336-4391
Telephone:
(619) 336-0809
Email:
caguirre@nationalcityca.gov
Email:
sandyd@ics.k12.ca.us ,
VI. GENERAL CQNDITIONS
A. General Compliance: The Subrecipient agrees to comply with the requirements of
Title 24 of the Code of Federal Regulations, Part 570 (the U.S. Housing and Urban
Development regulations concerning Community Development Block Grants (CDBG))
including subpart K of these regulations, except that (1) the Subrecipient does not
assume the recipient's environmental responsibilities described in 24 CFR 570.604 and
(2) the Subrecipient does not assume the recipient's responsibility for initiating the
review process under the provisions of 24 CFR Part 52. The Subrecipient also agrees to
comply with all other applicable Federal, state and local laws, regulations, and policies
governing the funds provided under this contract. The Subrecipient further agrees to
utilize funds available under this Agreement to supplement rather than supplant funds
otherwise available.
B. "Independent Contractor": Nothing contained in this Agreement is intended to, or
shall be construed in any manner, as creating or establishing the relationship of
employer/employee between the parties. The Subrecipient shall at all times remain an
"independent contractor" with respect to the services to be performed under this
Agreement. The Grantee shall be exempt from payment of all Unemployment
Compensation, FICA, retirement, life and/or medical insurance and Workers'
Compensation Insurance, as the Subrecipient is an independent contractor.
C. Hold Harmless: The Subrecipient shall hold harmless, defend and indemnify the
Grantee from any and all claims, actions, suits, charges and judgments whatsoever that
arise out of the Subrecipient's performance or nonperformance of the services or subject
matter called for in this Agreement.
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D. Workers' Compensation: The Subrecipient shall provide Workers' Compensation
Insurance coverage for all of its employees involved in the performance of this
Agreement.
E. Insurance & Bonding: The Subrecipient shall carry sufficient insurance coverage to
protect contract assets from loss due to theft, fraud and/or undue physical damage, and
as a minimum shall purchase a blanket fidelity bond covering all employees in an
amount equal to cash advances from the Grantee.
The Subrecipient shall comply with the bonding and insurance requirements of 24 CFR
84.31 and 84.48, Bonding and Insurance.
F. Grantee Recognition: The Subrecipient shall insure recognition of the role of the
Grantee in providing services through this Agreement. All activities, facilities and items
utilized pursuant to this Agreement shall be prominently labeled as to funding source. In
addition, the Subrecipient will include a reference to the support provided herein in all
publications made possible with funds made available under this Agreement.
G. Amendments: The Grantee or Subrecipient may amend this Agreement at any time
provided that such amendments make specific reference to this Agreement, and are
executed in writing, signed by a duly authorized representative of each organization, and
approved by the Grantee's governing body. Such amendments shall not invalidate this
Agreement, nor relieve or release the Grantee or Subrecipient from its obligations under
this Agreement.
The Grantee may, in its discretion, amend this Agreement to conform with Federal, state
or local governmental guidelines, policies and available funding amounts, or for other
reasons. If such amendments result in a change in the funding, the scope of services, or
schedule of the activities to be undertaken as part of this Agreement, such modifications
will be incorporated only by written amendment signed by both Grantee and
Subrecipient.
H. Suspension or Termination: In accordance with 24 CFR 85.43, the Grantee may
suspend or terminate this Agreement if the Subrecipient materially fails to comply with
any terms of this Agreement, which include (but are not limited to) the following:
1. Failure to comply with any of the rules, regulations or provisions referred to herein,
or such statutes, regulations, executive orders, and HUD guidelines, policies or
directives as may become applicable at any time;
2. Failure, for any reason, of the Subrecipient to fulfill in a timely and proper manner
its obligations under this Agreement;
3. Ineffective or improper use of funds provided under this Agreement; or
4. Submission by the Subrecipient to the Grantee reports that are incorrect or
incomplete in any material respect.
The Grantee shall have the right, in accordance with 24 C.F.R. 85.43, to terminate this
Agreement immediately or withhold payment of invoice for failure of the SUB -RECIPIENT
to comply with the terms and conditions of this Agreement. Should the Grantee decide
to terminate this Agreement, after a full evaluation of all circumstances has been
completed, the SUB -RECIPIENT shall, upon written request, have the right to an appeal
process. A copy of the appeal process will be attached to any termination notice.
If the Grantee finds that the SUB -RECIPIENT has violated the terms and conditions of
this Agreement, the SUB -RECIPIENT may be required to:
1. Repay all monies received from the Grantee under this Agreement; and/or
2. Transfer possession of all materials and equipment purchased with grant money to
the Grantee.
In the case of early termination, a final payment may be made to the SUB -RECIPIENT
upon receipt of a Final Report and invoices covering eligible costs incurred prior to
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termination. The total of all payments, including the final payment, shall not exceed the
amount specified in this Agreement.
I. Termination for Convenience: In accordance with 24 CFR 85.44, this Agreement
may also be terminated for convenience by either the Grantee or the Sub -recipient, in
whole or in part, by setting forth the reasons for such termination, the effective date,
and, in the case of partial termination, the portion to be terminated. However, if in the
case of a partial termination, the Grantee determines that the remaining portion of the
award will not accomplish the purpose for which the award was made, the Grantee may
terminate the award in its entirety. Grantee and sub -recipient agree to provide written
notice to the other party thirty (30) days prior to the effective date of any termination,
in whole or part, for convenience.
VII. ADMINISTRATIVE REOUIREMENTS
A. Financial Management
1. Accounting Standards: The Subrecipient agrees to comply with 24 CFR 84.21-28
and agrees to adhere to the accounting principles and procedures required therein,
utilize adequate internal controls, and maintain necessary source documentation for
all costs incurred.
2. Cost Principles: The Subrecipient shall administer its program in conformance with
OMB Circulars A-122, "Cost Principles for Non -Profit Organizations," or A-21, "Cost
Principles for Educational Institutions," as applicable. These principles shall be
applied for all costs incurred whether charged on a direct or indirect basis.
B. Documentation and Record Keeuinq
1. Records to be Maintained: The Subrecipient shall maintain all records required by
the Federal regulations specified in 24 CFR 570.506, that are pertinent to the
activities to be funded under this Agreement. Such records shall include but not be
limited to:
a. Records providing a full description of each activity undertaken;
b. Records demonstrating that each activity undertaken meets one of the
National Objectives of the CDBG program;
c. Records required to determine the eligibility of activities;
d. Records required to document the acquisition, improvement, use or disposition
of real property acquired or improved with CDBG assistance;
e. Records documenting compliance with the fair housing and equal opportunity
components of the CDBG program;
f. Financial records as required by 24 CFR 570.502, and 24 CFR 84.21-28; and
g. Other records necessary to document compliance with Subpart K of 24 CFR
Part 570.
2. Retention: The Subrecipient shall retain all financial records, supporting
documents, statistical records, and all other records pertinent to the Agreement for
a period of four (4) years. The retention period begins on the date of the submission
of the Grantee's annual performance and evaluation report to HUD in which the
activities assisted under the Agreement are reported on for the final time.
Notwithstanding the above, if there is litigation, claims, audits, negotiations or other
actions that involve any of the records cited and that have started before the
expiration of the four-year period, then such records must be retained until
completion of the actions and resolution of all issues, or the expiration of the four-
year period, whichever occurs later.
3. Client Data: The Subrecipient shall maintain client data demonstrating client
eligibility for services provided. Such data shall include, but not be limited to, client
name, address, income level or other basis for determining eligibility, and
description of service provided. Such information shall be made available to Grantee
monitors or their designees for review upon request.
4. Disclosure: The Subrecipient understands that client information collected under
this contract is private and the use or disclosure of such information, when not
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directly connected with the administration of the Grantee's or Subrecipient's
responsibilities with respect to services provided under this contract, is prohibited by
the State and for Federal law unless written consent is obtained from such person
receiving service and, in the case of a minor, that of a responsible parent/guardian.
5. Close-outs: The Subrecipient's obligation to the Grantee shall not end until all
close-out requirements are completed. Activities during this close-out period shall
include, but are not limited to: making final payments, disposing of program assets
(including the return of all unused materials, equipment, unspent cash advances,
program income balances, and accounts receivable to the Grantee), and determining
the custodianship of records. Not withstanding the foregoing, the terms of this
Agreement shall remain in effect during any period that the Subrecipient has control
over CDBG funds, including program income.
6. Audits & Inspections: All Subrecipient records with respect to any matters
covered by this Agreement shall be made available to the Grantee, grantor agency,
and the Comptroller General of the United States or any of their authorized
representatives, at any time during normal business hours, as often as deemed
necessary, to audit, examine, and make excerpts or transcripts of all relevant data.
Any deficiencies noted in audit reports must be fully cleared by the Subrecipient
within 30 days after receipt by the Subrecipient. Failure of the Subrecipient to
comply with the above audit requirements will constitute a violation of this contract
and may result in the withholding of future payments. The Subrecipient hereby
agrees to have an annual agency audit conducted in accordance with current
Grantee policy concerning subrecipient audits and OMB Circular A-133.
7. Additional Documentation: Subrecipient agrees to provide a list of its Board of
Directors, By -Laws, Exhibit C, and any additional documents, as required in Exhibit
"D" and "E," attached and incorporated herein.
C. Reporting and Payment Procedures
1. Program Income: The Subrecipient shall report quarterly all program income (as
defined at 24 CFR 570.500(a)) generated by activities carried out with CDBG funds
made available under this contract. The use of program income by the Subrecipient
shall comply with the requirements set forth at 24 CFR 570.504. By way of further
limitations, the Subrecipient may use such income during the contract period for
activities permitted under this contract and shall reduce requests for additional funds
by the amount of any such program income balances on hand. All unexpended
program income shall be returned to the Grantee at the end of the contract period.
Any interest earned on cash advances from the U.S. Treasury and from funds held in
a revolving fund account is not program income and shall be remitted promptly to
the Grantee.
2. Indirect Costs: If indirect costs are charged, the Subrecipient will develop an
indirect cost allocation plan for determining the appropriate Subrecipient's share of
administrative costs and shall submit such plan to the Grantee for approval, in a
form specified by the Grantee.
3. Payment Procedures: The Grantee will pay to the Subrecipient funds available
under this Agreement based upon information submitted by the Subrecipient and
consistent with any approved budget and Grantee policy concerning payments. With
the exception of certain advances, payments will be made for eligible expenses
actually incurred by the Subrecipient, and not to exceed actual cash requirements.
Payments will be adjusted by the Grantee in accordance with advance fund and
program income balances available in Subrecipient accounts. In addition, the
Grantee reserves the right to liquidate funds available under this contract for costs
incurred by the Grantee on behalf of the Subrecipient.
4. Progress Reports: The Subrecipient shall submit regular Progress Reports to the
Grantee in the form, content, and frequency as required by the Grantee.
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D. Procurement:
1. Compliance: The Subrecipient shall comply with current Grantee policy concerning
the purchase of equipment and shall maintain inventory records of all non -
expendable personal property as defined by such policy as may be procured with
funds provided herein. All program assets (unexpended program income, property,
equipment, etc.) shall revert to the Grantee upon termination of this Agreement.
2. OMB Standards: Unless specified otherwise within this agreement, the
Subrecipient shall procure all materials, property, or services in accordance with the
requirements of 24 CFR 84.40-48.
3. Travel: The Subrecipient shall obtain written approval from the Grantee for any
travel outside the metropolitan area with funds provided under this Agreement.
E. Use and Reversion of Assets:
The use and disposition of real property and equipment under this Agreement shall be in
compliance with the requirements of 24 CFR Part 84 and 24 CFR 570.502, 570.503, and
570.504, as applicable, which include but are not limited to the following:
1. The Subrecipient shaft transfer to the Grantee any CDBG funds on hand and any
accounts receivable attributable to the use of funds under this Agreement at the
time of expiration, cancellation, or termination.
2. Real property under the Subrecipient's control that was acquired or improved, in
whole or in part, with funds under this Agreement in excess of $25,000 shall be used
to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until five
(5) years after expiration of this Agreement [or such longer period of time as the
Grantee deems appropriate]. If the Subrecipient fails to use CDBG-assisted real
property in a manner that meets a CDBG National Objective for the prescribed
period of time, the Subrecipient shall pay the Grantee an amount equal to the
current fair market value of the property less any portion of the value attributable to
expenditures of non-CDBG funds for acquisition of, or improvement to, the property.
Such payment shall constitute program income to the Grantee. The Subrecipient
may retain real property acquired or improved under this Agreement after the
expiration of the five-year period [or such longer period of time as the Grantee
deems appropriate].
3. In all cases in which equipment acquired, in whole or in part, with funds under this
Agreement is sold, the proceeds shall be program income (prorated to reflect the
extent to that funds received under this Agreement were used to acquire the
equipment). Equipment not needed by the Subrecipient for activities under this
Agreement shall be (a) transferred to the Grantee for the CDBG program or (b)
retained after compensating the Grantee [an amount equal to the current fair
market value of the equipment less the percentage of non-CDBG funds used to
acquire the equipment].
VIII. RELOCATION, REAL PROPERTY ACOUISITION AND ONE -FOR -ONE HOUSING
REPLACEMENT
The Subrecipient agrees to comply with (a) the Uniform Relocation Assistance and Real
Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at
49 CFR Part 24 and 24 CFR 570.606(b); (b) the requirements of 24 CFR 570.606(c) governing
the Residential Anti -displacement and Relocation Assistance Plan under section 104(d) of the
HCD Act; and (c) the requirements in 24 CFR 570.606(d) governing optional relocation
policies. [The Grantee may preempt the optional policies.] The Subrecipient shall provide
relocation assistance to displaced persons as defined by 24 CFR 570.606(b)(2) that are
displaced as a direct result of acquisition, rehabilitation, demolition or conversion for a CDBG-
assisted project. The Subrecipient also agrees to comply with applicable Grantee ordinances,
resolutions and policies concerning the displacement of persons from their residences.
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IX. PERSONNEL & PARTICIPANT CONDITIONS
A. Civil Rights
1. Compliance: The Subrecipient agrees to comply with local and state civil rights
ordinances here and with Title VI of the Civil Rights Act of 1964 as amended, Title
VIII of the Civil Rights Act of 1968 as amended, Section 104(b) and Section 109 of
Title I of the Housing and Community Development Act of 1974 as amended, Section
504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990,
the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order
11246 as amended by Executive Orders 11375, 11478, 12107 and 12086.
2. Nondiscrimination: The Subrecipient agrees to comply with the non-
discrimination in employment and contracting opportunities laws, regulations, and
executive orders referenced in 24 CFR 570.607, as revised by Executive Order
13279. The applicable non-discrimination provisions in Section 109 of the HCDA are
still applicable.
4. Land Covenants: This contract is subject to the requirements of Title VI of the
Civil Rights Act of 1964 (P. L. 88-352) and 24 CFR 570.601 and 570.602. In regard
to the sale, lease, or other transfer of land acquired, cleared or improved with
assistance provided under this contract, the Subrecipient shall cause or require a
covenant running with the land to be inserted in the deed or lease for such transfer,
prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use
or occupancy of such land, or in any improvements erected or to be erected thereon,
providing that the Grantee and the United States are beneficiaries of and entitled to
enforce such covenants. The Subrecipient, in undertaking its obligation to carry out
the program assisted hereunder, agrees to take such measures as are necessary to
enforce such covenant, and will not itself so discriminate.
4. Section 504: The Subrecipient agrees to comply with all Federal regulations issued
pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C.
794), which prohibits discrimination against the individuals with disabilities or
handicaps in any Federally assisted program. The Grantee shall provide the
Subrecipient with any guidelines necessary for compliance with that portion of the
regulations in force during the term of this Agreement.
B. Affirmative Action
1. Approved Plan: The Subrecipient agrees that it shall be committed to carry out
pursuant to the Grantee's specifications an Affirmative Action Program in keeping
with the principles as provided in President's Executive Order 11246 of September
24, 1966. The Grantee shall provide Affirmative Action guidelines to the Subrecipient
to assist in the formulation of such program. The Subrecipient shall submit a plan for
an Affirmative Action Program for approval prior to the award of funds, consistent
with the policy in Exhibit "F", attached hereto and incorporated herein.
2. Women- and Minoritv-Owned Businesses (W/MBE): The Subrecipient will use
its best efforts to afford small businesses, minority business enterprises, and
women's business enterprises the maximum practicable opportunity to participate in
the performance of this contract. As used in this contract, the terms "small business"
means a business that meets the criteria set forth in section 3(a) of the Small
Business Act, as amended (15 U.S.C. 632), and "minority and women's business
enterprise" means a business at least fifty-one (51) percent owned and controlled by
minority group members or women. For the purpose of this definition, "minority
group members" are Afro-Americans, Spanish-speaking, Spanish surnamed or
Spanish -heritage Americans, Asian -Americans, and American Indians. The
Subrecipient may rely on written representations by businesses regarding their
status as minority and female business enterprises in lieu of an independent
investigation.
3. Access to Records: The Subrecipient shall furnish and cause each of its own
subrecipients or subcontractors to furnish all information and reports required
hereunder and will permit access to its books, records and accounts by the Grantee,
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HUD or its agent, or other authorized Federal officials for purposes of investigation
to ascertain compliance with the rules, regulations and provisions stated herein.
4. Notifications: The Subrecipient will send to each labor union or representative of
workers with which it has a collective bargaining agreement or other contract or
understanding, a notice, to be provided by the agency contracting officer, advising
the labor union or worker's representative of the Subrecipient's commitments
hereunder, and shall post copies of the notice in conspicuous places available to
employees and applicants for employment.
5. Equal Employment Opportunity and Affirmative Action (EEO/AA)
Statement: The Subrecipient will, in all solicitations or advertisements for
employees placed by or on behalf of the Subrecipient, state that it is an Equal
Opportunity or Affirmative Action employer.
6. Subcontract Provisions: The Subrecipient will include the provisions of
Paragraphs X.A, Civil Rights, and B, Affirmative Action, in every subcontract or
purchase order, specifically or by reference, so that such provisions will be binding
upon each of its own subrecipients or subcontractors.
C. Employment Restrictions
1. Prohibited Activity: The Subrecipient is prohibited from using funds provided
herein or personnel employed in the administration of the program for: political
activities; inherently religious activities; lobbying; political patronage; and nepotism
activities.
2. Labor Standards: The Subrecipient agrees to comply with the requirements of the
Secretary of Labor in accordance with the Davis -Bacon Act as amended, the
provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.)
and all other applicable Federal, state and local laws and regulations pertaining to
labor standards insofar as those acts apply to the performance of this Agreement.
The Subrecipient agrees to comply with the Copeland Anti -Kick Back Act (18 U.S.C.
874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29
CFR Part 5. The Subrecipient shall maintain documentation that demonstrates
compliance with hour and wage requirements of this part. Such documentation shall
be made available to the Grantee for review upon request.
The Subrecipient agrees that, except with respect to the rehabilitation or
construction of residential property containing less than eight (8) units, all
contractors engaged under contracts in excess of $2,000.00 for construction,
renovation or repair work financed in whole or in part with assistance provided under
this contract, shall comply with Federal requirements adopted by the Grantee
pertaining to such contracts and with the applicable requirements of the regulations
of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the
payment of wages and ratio of apprentices and trainees to journey workers;
provided that, if wage rates higher than those required under the regulations are
imposed by state or local law, nothing hereunder is intended to relieve the
Subrecipient of its obligation, if any, to require payment of the higher wage. The
Subrecipient shall cause or require to be inserted in full, in all such contracts subject
to such regulations, provisions meeting the requirements of this paragraph.
3. "Section 3" Clausq
a. Compliance: Compliance with the provisions of Section 3 of the HUD Act of
1968, as amended, and as implemented by the regulations set forth in 24 CFR
135, and all applicable rules and orders issued hereunder prior to the execution
of this contract, shall be a condition of the Federal financial assistance provided
under this contract and binding upon the Grantee, the Subrecipient and any of
the Subrecipient's subrecipients and subcontractors. Failure to fulfill these
requirements shall subject the Grantee, the Subrecipient and any of the
Subrecipient's subrecipients and subcontractors, their successors and assigns, to
those sanctions specified by the Agreement through which Federal assistance is
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provided. The Subrecipient certifies and agrees that no contractual or other
disability exists that would prevent compliance with these requirements.
The Subrecipient further agrees to comply with these "Section 3" requirements
and to include the following language in all subcontracts executed under this
Agreement:
"The work to be performed under this Agreement is a project
assisted under a program providing direct Federal financial
assistance from HUD and is subject to the requirements of Section
3 of the Housing and Urban Development Act of 1968, as
amended (12 U.S.C. 1701). Section 3 requires that to the
greatest extent feasible opportunities for training and
employment be given to low- and very low-income residents of
the project area, and that contracts for work in connection with
the project be awarded to business concerns that provide
economic opportunities for low- and very low-income persons
residing in the metropolitan area in which the project is located."
The Subrecipient further agrees to ensure that opportunities for training and
employment arising in connection with a housing rehabilitation (including
reduction and abatement of lead -based paint hazards), housing construction, or
other public construction project are given to low- and very low-income persons
residing within the metropolitan area in which the CDBG-funded project is
located; where feasible, priority should be given to low- and very low-income
persons within the service area of the project or the neighborhood in which the
project is located, and to low- and very low-income participants in other HUD
programs; and award contracts for work undertaken in connection with a
housing rehabilitation (including reduction and abatement of lead -based paint
hazards), housing construction, or other public construction project to business
concerns that provide economic opportunities for low- and very low-income
persons residing within the metropolitan area in which the CDBG-funded project
is located; where feasible, priority should be given to business concerns that
provide economic opportunities to low- and very low-income residents within the
service area or the neighborhood in which the project is located, and to low- and
very low-income participants in other HUD programs.
The Subrecipient certifies and agrees that no contractual or other legal
incapacity exists that would prevent compliance with these requirements.
b. Notifications: The Subrecipient agrees to send to each labor organization or
representative of workers with which it has a collective bargaining agreement
or other contract or understanding, if any, a notice advising said labor
organization or worker's representative of its commitments under this Section
3 clause and shall post copies of the notice in conspicuous places available to
employees and applicants for employment or training.
c. Subcontracts: The Subrecipient will include this Section 3 clause in every
subcontract and will take appropriate action pursuant to the subcontract upon
a finding that the subcontractor is in violation of regulations issued by the
grantor agency. The Subrecipient will not subcontract with any entity where it
has notice or knowledge that the latter has been found in violation of
regulations under 24 CFR Part 135 and will not let any subcontract unless the
entity has first provided it with a preliminary statement of ability to comply
with the requirements of these regulations.
D. Conduct
1. Assignability: The Subrecipient shall not assign or transfer any interest in this
Agreement without the prior written consent of the Grantee thereto; provided,
however, that claims for money due or to become due to the Subrecipient from
the Grantee under this contract may be assigned to a bank, trust company, or
other financial institution without such approval. Notice of any such assignment or
transfer shall be furnished promptly to the Grantee.
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2. Subcontracts:
a. Approvals: The Subrecipient shall not enter into any subcontracts with any
agency or individual in the performance of this contract without the written
consent of the Grantee prior to the execution of such agreement.
b. Monitoring: The Subrecipient will monitor all subcontracted services on a
regular basis to assure contract compliance. Results of monitoring efforts shall
be summarized in written reports and supported with documented evidence of
follow-up actions taken to correct areas of noncompliance.
c. Content: The Subrecipient shall cause all of the provisions of this contract in
its entirety to be included in and made a part of any subcontract executed in
the performance of this Agreement.
d. Selection Process: The Subrecipient shall undertake to insure that all
subcontracts let in the performance of this Agreement shall be awarded on a
fair and open competition basis in accordance with applicable procurement
requirements. Executed copies of all subcontracts shall be forwarded to the
Grantee along with documentation concerning the selection process.
3. Hatch Act: The Subrecipient agrees that no funds provided, nor personnel
employed under this Agreement, shall be in any way or to any extent engaged in
the conduct of political activities in violation of Chapter 15 of Title V of the U.S.C.
4. Conflict of Interest: The Subrecipient agrees to abide by the provisions of 24
CFR 84.42 and 570.611, which include (but are not limited to) the following:
a. The Subrecipient shall maintain a written code or standards of conduct that
shall govern the performance of its officers, employees or agents engaged in
the award and administration of contracts supported by Federal funds.
b. No employee, officer or agent of the Subrecipient shall participate in the
selection, or in the award, or administration of, a contract supported by
Federal funds if a conflict of interest, real or apparent, would be involved.
c. No covered persons who exercise or have exercised any functions or
responsibilities with respect to CDBG-assisted activities, or who are in a
position to participate in a decision -making process or gain inside information
with regard to such activities, may obtain a financial interest in any contract,
or have a financial interest in any contract, subcontract, or agreement with
respect to the CDBG-assisted activity, or with respect to the proceeds from the
CDBG-assisted activity, either for themselves or those with whom they have
business or immediate family ties, during their tenure or for a period of one
(1) year thereafter. For purposes of this paragraph, a "covered person"
includes any person who is an employee, agent, consultant, officer, or elected
or appointed official of the Grantee, the Subrecipient, or any designated public
agency.
5. Lobbying: The Subrecipient hereby certifies that:
a. No Federal appropriated funds have been paid or will be paid, by or on
behalf of it, to any person for influencing or attempting to influence an
officer or employee of any agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in
connection with the awarding of any Federal contract, the making of any
Federal grant, the making of any Federal loan, the entering into of any
cooperative agreement, and the extension, continuation, renewal,
amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement;
Subrecipient Agreement
Page 10 of 1s
b. If any funds other than Federal appropriated funds have been paid or will
be paid to any person for influencing or attempting to influence an officer
or employee of any agency, a Member of Congress, an officer or employee
of Congress, or an employee of a Member of Congress in connection with
this Federal contract, grant, loan, or cooperative agreement, it will
complete and submit Standard Form-LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions; and
c. It will require that the language of paragraph (d) of this certification be
included in the award documents for all subawards at all tiers (including
subcontracts, subgrants, and contracts under grants, loans, and
cooperative agreements) and that all Subrecipients shall certify and
disclose accordingly:
d. Lobbying Certification: This certification is a material representation of
fact upon which reliance was placed when this transaction was made or
entered into. Submission of this certification is a prerequisite for making or
entering into this transaction imposed by section 1352, title 31, U.S.C. Any
person who fails to file the required certification shall be subject to a civil
penalty of not less than $10,000 and not more than $100,000 for each
such failure.
6. Copyright: If this contract results in any copyrightable material or inventions, the
Grantee and/or grantor agency reserves the right to royalty -free, non-exclusive
and irrevocable license to reproduce, publish or otherwise use and to authorize
others to use, the work or materials for governmental purposes.
7. Religious Activities: The Subrecipient agrees that funds provided under this
Agreement will not be utilized for inherently religious activities prohibited by 24
CFR 570.200(j), such as worship, religious instruction, or proselytization.
X. ENVIRONMENTAL CONDITIONS
A. Air and Water: The Subrecipient agrees to comply with the following requirements
insofar as they apply to the performance of this Agreement:
• Clean Air Act, 42 U.S.C. , 7401, et seq.;
• Federal Water Pollution Control Act, as amended, 33 U.S.C., 1251, et seq., as
amended, 1318 relating to inspection, monitoring, entry, reports, and information, as
well as other requirements specified in said Section 114 and Section 308, and all
regulations and guidelines issued thereunder;
• Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as
amended.
B. Flood Disaster Protection: In accordance with the requirements of the Flood Disaster
Protection Act of 1973 (42 U.S.C. 4001), the Subrecipient shall assure that for activities
located in an area identified by the Federal Emergency Management Agency (FEMA) as
having special flood hazards, flood insurance under the National Flood Insurance Program
is obtained and maintained as a condition of financial assistance for acquisition or
construction purposes (including rehabilitation).
C. Lead -Based Paint: The Subrecipient agrees that any construction or rehabilitation of
residential structures with assistance provided under this Agreement shall be subject to
HUD Lead -Based Paint Regulations at 24 CFR 570.608, and 24 CFR Part 35, Subpart B.
Such regulations pertain to all CDBG-assisted housing and require that all owners,
prospective owners, and tenants of properties constructed prior to 1978 be properly
notified that such properties may include lead -based paint. Such notification shall point
out the hazards of lead -based paint and explain the symptoms, treatment and precautions
that should be taken when dealing with lead -based paint poisoning and the advisability
and availability of blood lead level screening for children under seven. The notice should
also point out that if lead -based paint is found on the property, abatement measures may
be undertaken. The regulations further require that, depending on the amount of Federal
Subrecipient Agreement
Page 11 of 13
funds applied to a property, paint testing, risk assessment, treatment and/or abatement
may be conducted.
D. Historic Preservation: The Subrecipient agrees to comply with the Historic Preservation
requirements set forth in the National Historic Preservation Act of 1966, as amended (16
U.S.C. 470) and the procedures set forth in 36 CFR Part 800, Advisory Council on Historic
Preservation Procedures for Protection of Historic Properties, insofar as they apply to the
performance of this agreement.
In general, this requires concurrence from the State Historic Preservation Officer for all
rehabilitation and demolition of historic properties that are fifty years old or older or that are
included on a Federal, state, or local historic property list.
XI. SEVERABILITY
If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be
affected thereby and all other parts of this Agreement shall nevertheless be in full force and
effect.
XII. SECTION HEADINGS AND SUBHEADINGS
The section headings and subheadings contained in this Agreement are included for
convenience only and shall not limit or otherwise affect the terms of this Agreement.
XIII. WAIVER
The Grantee's failure to act with respect to a breach by the Subrecipient does not waive its
right to act with respect to subsequent or similar breaches. The failure of the Grantee to
exercise or enforce any right or provision shall not constitute a waiver of such right or
provision.
XIV. INTERPRETATION OF THE AGREEMENT
The interpretation, validity, and enforcement of the Agreement shall be governed by and
construed under the laws of the State of California. The Agreement does not limit any other
rights or remedies available to the Grantee. The SUB -RECIPIENT shall be responsible for
complying with all local, state, and federal laws whether or not said laws are expressly stated
or referred to herein. Should any provision herein be found or deemed to be invalid, the
Agreement shall be construed as not containing such revision, and all other provisions which
are otherwise lawful shall remain in full force and effect, and to this end the provisions of this
Agreement are severable.
XV. ATTORNEY'S FEES
In the event any legal action or proceeding is commenced to interpret or enforce the terms
of, or obligations arising out of, this Agreement, or to recover damages for the breach thereof,
the party prevailing in any such action or proceeding shall be entitled to recover from the non -
prevailing party all reasonable attorney's fees, costs, and expenses incurred by the prevailing
party.
XVI. ENTIRE AGREEMENT
This agreement constitutes the entire agreement and the attachments referenced below
between the Grantee and the Subrecipient for the use of funds received under this Agreement
and it supersedes all prior or contemporaneous communications and proposals, whether
electronic, oral, or written between the Grantee and the Subrecipient with respect to this
Agreement.
ATTACHMENTS
Exhibit A -Scope of Services
Exhibit B-Budget
Exhibit C-Board of Directors and Bylaws
Exhibit D-Technical Assistance Materials
Exhibit E-Affirmative Action Policy
Subrecipient Agreernent
Page 12 of 13
IN WITNESS WHEREOF, the Parties have executed this contract as of the date first written above.
City of National City
Integrity Charter School
n Morrison SarSdra Dominguez
Mayor, City of National City
APPROVED AS TO FORM
George Eiser
City Attorney
ATTEST
h
City lerk
,ii' A
Director
Subrecipient Agreement
Page 13 of 13
EXHIBIT A
SCOPE OF SERVICES
1. The Program/Project consists of the following activities:
Activity Description
Integrity Charter School will purchase a mobile computer lab with 25 lap top computers and
a printer to be used by students in grades Kindergarten through seven. The computers will
be used for activities such as: accessing text books on line, taking Accelerated Reader
program quizzes, conducting research, creating power point presentations, practicing
keyboarding skills, playing educational games, pod casting, work processing and various
other projects.
In addition, the computers will be available to the public one night per week for accessing
email, conducting research, and helping their children with their homework and projects.
Teachers will be available to help parents and students with computer problems and with
their homework.
2. The following lists the staff and time commitments to be allocated to activity listed above.
Staff Member Name and Title
Hours Allocated
Sandra Dominguez, Director
2 hours per week
Teachers, All Grades
2 hours per month each
3. Billing Method: Monthly Quarterly X
4. List the type of supporting documentation to be provided:
Paid invoices from purchases
5. List the major/key activity milestones:
Major Activity
Milestones
Month
1
2
3
4
5
6
7
8
9
10
Hire Staff
Program Implementation
X
Provide Program Services
X
X
X
X
X
X
X
X
X
Program computers
X
11
12
1
Agency Name:
Activity Name
EXHIBIT B
BUDGET
Integrity Charter School
Mobile Computer Lab
CDBG
OTHER
TOTAL
Description
BUDGET
RESOURCES
BUDGET
1) Personnel (Direct labor)
2,500.00
2) Fringe Benefits
3) Travel
4) Supplies and Materials
Mobile Computer Lab:
35 Computers
30,170.00
Printer
926.63
Wireless/Switch (Networking)
4,796.86
Cart
1,606.51
5) Sub Total for Direct Costs
40,000.00
6) Indirect Costs (Overhead)
TOTAL
$
40,000
$
-
$
-
Integrity Charter School
Governing Board
Voting Members
Sam Caldera, President - Member since 2005
Rudy Lopez, Vice President -- Member since 2006
Gloria Green-Izaguirre, Treasurer - Member since 2005
Claudia Reinert, Member - Member since 2006
Raleigh Nauta, Member - Member since 2006
Non -Voting Members
Kathryn Culbertson. Teacher Representative - Member since 2008
Sandy Dominguez, Director - Member since 2003
Mike Castanos, District Representative - Member since 2003
According to ICS by-laws members serve one year terms and until a successor board member
has been designated and qualified. No successor hoard members have been designated or
qualified at this time. Current board members will continue to serve until successors are
determined.
BYLAWS
OF
INTEGRITY CHARTER SCHOOL CHARTER SCHOOL
(A Californiallonprofit Public Benefit Corporation)
ARTICLE I
NAME
Section 1. NAME The name of this corporation is: Inteity Charter School.
ARTICLE II
PRINCIPAL OFFICE OF THE CO RPO RATION
Section 1. PRINCIPAL OFFICE OF THE CORPORATION. The principal office for
the transaction of the activities and affairs of this corporation is 125 Palm Avenue, National City,
County of San Diego, State of California. The board of directors may change the location of the
principal office. Any such change of location must be noted by the secretary on these bylaws
opposite this Section; alternatively, this Section may be amended to state the new location.
Section 2. OTHER OFFICES OF THE CORPORATION. The board of directors may
at any time establish branch or subordinate offices at any place or places where this corporation is
qualified to conduct its activities.
ARTICLE III
GENERAL AND SPECIFIC PURPOSES; LIMITATIONS
Section 1. GENERAL AND SPECIFIC PURPOSES. The purpose of this corporation
is to manage, operate, guide, direct and promote the Integrity Charter School (Charter School) (a
California public charter school). Also in the context of these purposes, the Corporation shall not,
except to an insubstantial degree, engage in any other activities or exercise of power that do not
further the purposes of the Corporat ion
The Corporation shall not cany on any other activities not permitted to be carried on by: (a)
a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code;
or the corresponding section of any future federal tax codes or (b) a corporation, contributions to
which are deductible under section 170(c)(2) of the Internal Revenue Code., or the corresponding
section of any future federal tax code. No substantial part of the activities of the Corporation shall
consist of the carrying on of propaganda, or otherwise attempting to influence legislation, and the
Corporation shall not participate in, or intervene in (including the publishing or distribution of
statements) any political campaign on behalf of or in opposition to any candidate for public office.
ARTICLE IV
CONSTRUCTION AND DEFINITIONS
Section 1. CONSTRUCTION AND DEFINITIONS Unless the context indicates
otherwise, the general provisions, rule of construction, and definitions in the California Nonprofit
Corporation Law shall govern the construction of these by laws. Without limiting the generality of
the preceding sentence, the masculine gender includes the feminine and neuter, the singilar includes
the plural, and the plural includes the singilar, and the term "person" includes both a legal entity
and a natural person.
ARTICLE V
DEDICATION OF ASSETS
Section 1. DEDICATION OF ASSETS. This corporation's assets are irrevocably
dedicated to public benefit purposes as set forth in the Integrity Charter School's Charter. No part
of the net earnings, properties, or assets of the corporation, on dissolution or otherwise, shall inure
to the benefit of any private person or individual, or to any director or officer of the corporation.
On liquidation or dissolution, all properties and assets remaining after payrrent, or provision for
payment, of all debts and liabilities of the corporation shall be distributed to a nonprofit fund,
foundation, or corporation that is organized and operated exclusively for charitable purposes and
that has established its exempt status under Internal Revenue Code section 501(c)(3).
ARTICLE VI
CORPORATIONS WITHOUT MEMBERS
Section 1. CORPORATIONS WITHOUT MEMBERS. This corporation shall have
no voting members within the meaning of the Nonprofit Corporation Law. The corporation's board
of directors may, in its discretion, admit individuals to one or more classes of nonvoting members;
the class or classes shall have such rights and obligations as the board of directors finds appropriate.
ARTICLE VII
BOARD OF DIRECTORS
Section 1. GENERAL POWERS Subject to the provisions and limitations of the
California Nonprofit Public Benefit Corporation Law and any other applicable laws, and subject to
any limitations of the articles of incorporation or bylaws, the corporation's activities and affairs
shall be managed, and all corporate powers shall be exercised, by or under the direction of the board
of directors ("board") The board may delegate the management of the corporation's activities to any
person(s), management company or committees, however composed, provided that the activities
and affairs of the corporation shall he managed and all corporate powers shall be exercised under the
ultimate direction of theboard
Section 2. SPECIFIC POWERS. Without prejudice to the general powers set forth in
Section 1 of these by laws, but subject to the same limitations, the board of directors shall have the
power to:
1. Appoint and remove, at the pleasure of the board of directors, all corporate officers,
agents, and empbyees; prescribe powers and duties for them as are consistent with
the law, the articles of incorporation, and these bylaws; fix their compensation; and
require from them security for faithful service.
2. Change the principal office or the principal business office in California from one
location to another; cause the corporation to be qualified to conduct its activities in
any other state, territory, dependency, or country; conduct its activities in or outside
California; and designate a place in California for holding any meeting of members.
3. Borrow money and incur indebtedness on the corporation's behalf and cause to he
executed and delivered for the corporation's purposes, in the corporate name,
promissory notes, bonds, debentures, deeds of trust, mortgages, pledges,
hypothecations, and other evidences of debt and securities.
4. Adopt and usea corporate seal; prescribe the forms of membership certificates; and
alter the forms of the seal and certificates.
Section 3. DESIGNATED DIRECTORS AND TERMS. All directors shall be
designated by the existing directors. The board of directors shall consist of at least three directors
unless changed by amendment to these bylaws.
Section 4. RESTRICTION ON INTERESTED PERSONS AS DIRECTORS. No
more than 49 percent of the persons serving on the board of directors may be interested persons.
An interested person is (a) any person compensated by the corporation for services rendered to it
within the previous 12 months, whether as a full-time or part-time employee, independent
contractor, or otherwise, excluding any reasonable compensation paid to a director as director; and
(b) any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law, son-in-law,
daughter-in-law, mother-in-law, or father-in-law of such person. However, any violation of this
paragraph shall not affect the validity or enforceability of transactions entered into by the
corporat ion
Section 5. DIRECTORS TERM. Each director shall hold office for one (1) year and
until a successor director has been designated and qualified. The first year two members will serve
for two y ears in order to avoid having an entire new board each y ear.
Section 6. NOMINATIONS BY COMMITTEE. The chairman of the board of
directors or, if none, the president will appoint a committee to designate qualified candidates for
election to the board of directors at least thirty (30) day s before the date of any election of directors.
The nominating committee shall make its report at least seven (7) days before the date of the
election or at such other time as the board of directors may set and the secretary shall forward to
each board member, with the notice of meeting required by these bylaws, a list of all candidates
nominated by committee.
Section 7. USE OF CORPORATE FUNDS TO SUPPORT NOMINEE. If more
people have been nominated for director than can be elected, no corporation funds may be expended
to support a nominee without the board's authorization.
Section 8. EVENTS CAUSING VACANCIES ON BOARD. A vacancy or vacancies
on the board of directors shall occur in the event of (a) the death or resignation of any director; (b)
the declaration by resolution of the board of directors of a vacancy in the office of a director who has
been convicted of a felony, declared of unsound mind by a court order, or found by final order or
judgnent of any court to have breached a duty under California Nonprofit Public Benefit
Corporation Law, Chapter 2, Article 3, (c) the increase of the authorized number of directors; or (d)
the failure of the members, at any meeting of members at which any director or directors are to be
elected, to elect the number of directors required to be elected at such meeting and (e) termination of
emp k y ment with the charter school.
Section 9. RESIGNATION OF DIRECTORS. Except as provided below, any director
may resign by giving written notice to the chairman of the board, if any, or to the president or the
secretary of the board. The resignation shall be effective when the notice is given unless the notice
specifies a later time for the resignation to become effective. If a director's resignation is effective at
a later time, the board of directors may elect a successor to take office as of the date when the
resignation becomes effective.
Section 10. DIRFCTOR MAYNOTRESIGN IF NO DIRECTOR REMAINS. Except
on notice to the California Attorney General, no director may resign if the corporation would be left
without a duly elected director or directors.
Section 11. VACANCIES FILLED BY BOARD. Vacancies on the board of directors
may be filled by approval of the hoard of directors or, if the number of directors then in office is less
than a quorum, by (1) the unanimous consent of the directors then in office, (2) the affirmative vote
of a majority of the directors then in office at a meeting held according to notice or waivers of notice
comply ing with Corporations Code Section 5211, or (3) a sole remaining director.
Section 12. NO VACANCY ON REDUCTION OF NUMBER OF DIRECTORS.
Any reduction of the authorized number of directors shall not result in any director's being removed
before his or her term of office expires.
Section 13. PLACE OF BOARD OF DIRECTORS MEETINGS. Meetings shall be
held at the principal office of the corporation The boani of directors may designate that a meeting
be held at any place within California that has been designated by resolution of the boani of
directors or in the notice of the meeting All meetings of the board of directors shall be called, held
and conducted in accordance with the terms and provisions of the Ralph M . Brown Act California
Government Code Sections 54950, et seq., as said chapter may be modified by subsequent
legislation
Section 14. MEETINGS BY TELEPHONE OR OTHER TELECOMMUNICATIONS
EQUIPMENT. Any board of directors meeting may be held by conference telephone, video screen
communication, or other communications equipment. Participation in a meeting under this Section
shall constitute presence in person at the meeting if all of the following apply :
(a) Each member participating in the meeting can communicate concurrently
with all other members.
(b) Farh member is provided the means of participating in all matters before the
board, inchiding the capacity to propose, or to interpose an objection to, a
(c)
specific action to be taken by the corporation
The board of directors has adopted and implemented a meam of verifying
both of the following
(1)
A person communicating by telephone, video screen, or other
communications equipment is a director entitled to participate in the
board of directors meeting
(2) All statements, questions, actions or votes were made by that
director and not by another person not permitted to participate as a
director.
(d) The meeting is held and conducted in accordance with the terms and
provisions of the Ralph M . Brown Act California Government Code
Sections 54950, g 5eq„ as said chapter may be modified by subsequent
legis lat ion
Section 15. ANNUAL AND REGULAR MEETINGS. Regular meetings of the board
of directors shall be held the first Wednesday of every month unless that Wednesday should fall on
a legal holiday in which event the regular meeting shall be held at the same hour and place on the next
business day following the legal holiday. The board of directors shall hold an annual meeting for
purposes of organization, election of officers, and transaction of other business. Notice of this
meeting is not required if conducted pursuant to these bylaws. The board may hold regular, special
and emergency meetings. All meetings of the board of directors shall be called, held and conducted in
accordance with the terms and provisions of the Ralph M . Brown Act California Government Code
Sections 54950, g1. 5eq , as said chapter may be modified by subsequent legislation
Section 16. AUTHORITY TO CALL SPECIAL MEETINGS. Special and emergency
meetings of the board of directors for any purpose may be called at any time by the chairman of the
board or a majority of the directors.
Section 17. NOTICE OF SPECIAL OR EMERGENCY MEETINGS. Notice of the
time and place of special or emergency meetings shall be given to each director by (a) personal
delivery of written notice; (b) first-class mail, postage prepaid; (c) telephone, including a voice
messaging system or other system or technology designed to record and communicate messages,
either directly to the director or to a person at the director's office who would reasonably be
expected to communicate that notice promptly to the director; (d) telegram; (e) facsimile; (t)
electronic mail; or (g) other electronic means. All such notices shall be given or sent to the director's
address or telephone number as shown on the corporation's records and shall be sent with at least
such notice as is required in accordance with the terms and provisions of the Ralph M. Brown Act
California Government Code Sections 54950, e. 5eq, as said chapter may be modified by
subsequent legislation which are applicable to the typeof meeting called.
Notice of the time and place of special or emergency meeting shall he given to all media who
have provided written notice to thelntegrity Charter School.
The notice shall state the time of the meeting and the place, if the place is other than the
corporation's principal office and the business to be transacted at the meeting
All notice requirements will comply with the terms and provisions of the Ralph M. Brown
Act California Government Code Sections 54950, 1 seq., as said chapter may be modified by
subsequent legislation
Section 18. QUORUM. A majority of the authorized number of directors shall
constitutea quorum for the transaction of any business except adjournment. Every action taken or
decision made by a majority of the directors present at a duly held meeting at which a quorum is
present shall be an act of the board, subject to the more stringent provisions of the California
Nonprofit Public Benefit Corporation Law, including, without limitation, those provisions relating
to (a) approval of contracts or transactions in which a director has a direct or indirect material
financial interest, (b) approval of certain transactions between corporations having comrmn
directorships, (c) creation of and appointments to committees of the board, and (d) indemnification
of directors. A meeting at which a quorum is initially present may continue to transact business,
despite the withdrawal of some directors, if any action taken or decision made is approved by at
least a majority of the required quorum for that meeting
Section 19. ADJOURNM ENT. A majority of the directors present, whether or not a
quorum is present, may adjourn any rneeting to another time and place.
Section 20. COMPENSATION AND REIMBURSEMENT. Directors may receive
such compensation, if any, for their services as directors or officers, and such reimbursement of
expenses, as the board of directors may establish by resolution to be just and reasonable as to the
corporation at the time that the resolution is adopted.
Section 21. CREATION OF POWERS OF COMMITTEES. The board, by resolution
adopted by a majority of the directors then in office, may create one or more committees, to serve at
the pleasure of the board. Committees may be structured so that they report to the Integrity
Charter School Executive Director. Appointments to committees of the board of directors shall be
by majority vote of the authorized number of directors. The board of directors may appoint one or
more directors as alternate members of any such committee, who may replace any absent member at
any meeting Any such committee shall have all the authority of the board, to the extent provided in
the board of directors resolution, except that no committee may :
(a) Take any final action on any matter that, under the California Nonprofit
Public Benefit Corporation Law, also requires approval of the members or
approval of a majority of all members;
(b) Fill vacancies on the board of directors or any committee of the board;
(c)
Fixcompensation of the directors for serving on the board of directors or on
any committee;
(d) Amend or repeal by laws or adopt new by laws;
(e) Amend or repeal any resolution of the board of directors that by its express
terms is not so amendable or subject to repeal;
(f) Create any other committees of the board of directors or appoint the
members of committees of the board;
(g) Expend corporate funds to support a nominee for director if more people
have been nominated for director than can be elected; or
(h) Approve any contract or transaction to which the corporation is a party and
in which one or more of its directors has a material financial interest, except
as special approval is provided for in Corporations Code section 5233(d)(3).
Section 22. MEETINGS AND ACTION OF COMMITTEES. Meetings and actions of
committees of the board of directors shall be governed by, held, and taken under the provisions of
these bylaws concerning meetings, other board of directors actions, and the Brown Act, if
applicable, except that the time for general meetings of such committees and the calling of special
meetings of such committees may be set either by board of directors resolution or, if none, by
resolution of the committee. Minutes of each meeting shall be kept and shall be filed with the
corporate records. The board of directors may adopt rules for the governance of any committee as
longas the rules are consistent with these bylaws. If the board of directors has not adopted rules,
the committee may do so.
Section 23. NON -LIABILITY OF DIRECTORS. No Director shall be personally
liable for the debts, liabilities, or other obligations of this corporation.
Section 24. COMPLIANCE WITH LAWS GOVERNING STUDENT RECORDS.
The Charter School and the board of directors shall comply with all applicable provisions of the
Family Education Rights Privacy Act ("FERPA") as set forth in Title 20 of the United States
Code Section 1232g and attendant regulations as they may be amended from time to time.
ARTICLE VIIl
OFFICERS OF THE CORPORATION
Section 1. OFFICES HELD. The officers of this corporation shall be a president , a
secretary, and a chief financial officer. The corporation, at the boani's direction, may also have a
chairman of the board, one or more vice-presidents, one or more assistant secretaries, one or more
assistant treasurers, and such other officers as may be appointed under Article IX, Section 4 of
these bylaws. The officers in addition to the corporate duties set forth in this Article VIII shall also
have administrative duties as set forth in any applicable contract for employment or job
specification.
Section 2. DUPLICATION OF OFFICE HOLDERS. Any number of offices may be
held by the same person, except that neither the secretary nor the chid financial officer may serve
conau-rently as either the president or the chairman of the board.
Section 3. ELECTION OF OFFICERS. The officers of this corporation shall be
chosen annually by the board of directors and shall serve at the pleasure of the board, subject to the
rights of any officer under any employment contract.
Section 4. APPOINTM ENT OF OTHER OFFICERS. The board of directors may
appoint and authorize the chairman of the board, the president, or another officer to appoint any
other officers that the corporation may require. Each appointed officer shall have the title and
authority, hold office for the period, and perform the duties specified in the bylaws or established
by the board.
Section 5. REMOVAL OF OFFICERS. Without prejudice to the rights of any officer
under an employment contract, the board of directors may remove any officer with or without
cause. An officer who was not chosen by the board of directors may be removed by any other
officer on whom the board of directors confers the power of removal.
Section 6. RESIGNATION OF OFFICERS. Any officer may resign at any time by
giving written notice to the board. The resignation shall take effect on the date the notice is received
or at any later time specified in the notice. Unless otherwise specified in the notice, the resignation
need not be accepted to be effective. Any resignation shall be without prejudice to any rights of the
corporation under any contract to which the officer is a party.
Section 7. VACANCIES IN OFFICE. A vacancy in any office because of death,
resignation, removal, disqualification, or any other cause shall be filled in the manner prescribed in
these bylaws for normal appointment to that office, provided, however, that vacancies need not be
filled on an annual basis.
Section 8. CHAIRMAN OF THE BOARD. If a chairman of the board of directors is
elected, he or she shall preside at board of directors meetings and shall exercise and perform such
other powers and duties as the board of directors may assign from time to time If there is no
president, the chairman of the board of directors shall also be the chief executive officer and shall
have the powers and duties of the president of the corporation set forth in these bylaws. If a
chairman of the board of directors is elected, there shall also be a vice-chairman of the board of
directors. In the absence of the chairman, the vice-chairman shall preside at board of directors
meetings and shall exercise and perform such other powers and duties as the board of directors may
assign from timeto time
Section 9. PRESIDENT. Subject to such supervisory powers as the board of directors
may give to the chairman of the board, if any , and subject to the control of the board, and subject to
president's contract of employment, the president shall be the general manager of the corporation
and shall supervise, direct, and control the corporation's activities, affairs, and officers as fully
described in any applicable employment contract, agreement, or job specification. The president
shall preside at all members meetings and, in the absence of the chairman of the board, or if non; at
all board of directors meetings. The president shall have such other powers and duties as the board
of directors or the by laws may require.
Section 10. VICE-PRESIDENTS. If the president is absent or disabled, the vice-
presidents, if any, in order of their rank as fixed by the board, or, if not ranked, a vice-president
designated by the board, shall perform all duties of the president. When so acting, a vice-president
shall have all powers of and be subject to all restrictions on the president. The vice-presidents shall
have such other powers and perform such other duties as the board of directors or the by laws may
require.
Section 11. SECRETARY. The secretary shall keep or cause to be kept, at the
corporation's principal office or such other place as the board of directors may direct, a book of
minutes of all meetings, proceedings, and actions of the board, and of committees of the board. The
minutes of meetings shall include the time and place that the meeting was held; whether the meeting
was annual, regular, special, or emergency and, if special or emergency, how authorized; the notice
given; and the names of persons present at board of directors and committee meetings.
The secretary shall keep or cause to be kept, at the principal California office, a copy of the
articles of incorporation and bylaws, as amended to date
The secretary shall give, or cause to be given, notice of all meetings of members, of the board,
and of committees of the board of directors that these by laws require to be given. The secretary
shall keep the corporate seal, if any, in safe custody and shall have such other powers and perform
such other duties as the board of directors or by by laws may require.
Section 12. CHIEF' FINANCIAL OFFICER. The chief financial officer shall keep and
maintain, or cause to be kept and maintained, adequate and correct books and accounts of the
corporation's properties and transactions. The chief financial officer shall send or cause to be given
to the members and directors such financial statements and reports as are required to be given by
law, by these bylaws, or by the board. The books of account shall be open to inspection by any
director at all reasonable times.
The chief financial officer shall (i) deposit, or cause to be deposited, all money and other
valuables in the name and to the credit of the corporation with such depositories as the board of
directors may designate; (ii) disburse the corporation's funds as the board of directors may order;
(iii) render to the president, chairman of the board, if' any, and the board, when requested, an account
of all transactions as chief financial officer and of the financial condition of the corporation; and (iv)
have such other powers and perform such other duties as the board, contract, job specification, or
the by laws may require.
If required by the board, the chief financial officer shall give the corporation a bond in the
amount and with the surety or sureties specified by the board of directors for faithful performance
of the duties of the office and for restoration to the corporation of all of its hooks, papers, voudhers,
money, and other property of every kind in the possession or under the control of the chief' financial
officer on his or her death, resignation, retirement, or removal from office.
ARTICLE IX
CONTRACTS WITH DIRECTORS AND OFFICERS
Section 1. CONTRACTS WITH DIRECTORS AND OFFICERS. No director of this
corporation nor any other corporation, firm, association, or other entity in which one or more of this
corporation's directors are directors have a material financial interest, shall be interested, directly or
indirectly, in the contract or transaction, unless (a) the material facts regarding that director's
financial interest in such contract or transaction or regarding such comrron directorship, officership,
or financial interest are fully disclosed in good faith and noted in the minutes, or are known to all
members of the board of directors prior to the board's consideration of such contract or transaction;
(b) such contract or transaction is authorized in good faith by a majority of the board of directors by
a vote sufficient for that purpose without counting the votes of the interested directors; (c) before
authorizingor approving the transaction, the board of directors considers and in good faith decides
after reasonable investigation that the corporation could not obtain a more advantageous arrangement
with reasonable effort under the circumstances; and (d) the corporation for its own benefit enters
into the transaction, whidi is fair and reasonable to the corporation at the time the transaction was
entered into.
This Section does not apply to a transaction that is part of an educational or charitable
progam of this corporation if it (a) is approved or authorized by the corporation in good faith and
without unjustified favoritism and (b) results in a benefit to one or more directors or their families
because they are in the class of persons intended to be benefited by the educational or charitable
progam of this corporation
ARTICLE X
LOANS TO DIRECTORS AND OFFICERS
Section 1. LOANS TO DIRK TORS AND OFFICERS. This corporation shall not
lend any money or property to or guarantee the obligation of any director or officer without the
approval of the California Attorney General; provided, however, that the corporation may advance
money to a director or officer of the corporation for expenses reasonably anticipated to be incurred
in the performance of his or her duties if that director or officer would be entitled to Reimbursement
for such expenses of the corporation.
ARTICLE XI
IN DE!VIN IFICATION
Section 1. INDEMNIFICATION. To the fullest extent permitted by law, this
corporation shall indemnify its directors, officers, employees, and other persons described in
Corporations Code Section 5238(a), including persons formerly occupying any such positions,
against all expenses, judgnents, frees, settlements, and other amounts actually and reasonably
incurred by them in connection with any "proceeding" as that term is used in that section, and
including an action by or in the right of the corporation by reason of the fact that the person is or
was a person described in that section. "Expenses," as used in this bylaw, shall have the same
meaning as in that section of the Corporations Code
On written request to the board of directors by any person seeking indemnification under
Corporations Code section 5238 (b) or section 5238 (c) the board of directors shall promptly
deckle under Corporations Code Section 5238 (e) whether the applicable standard of conduct set
forth in Corporations Code Section 5238 (b) or Section 5238 (c) has been met and, if so, the boani of
directors shall authorize indemnification.
ARTICLE XII
INSURANCE
Section 1. INSURANCE. This corporation shall have the right to purchase and
maintain insurance to the full extent permitted by law on behalf of its officers, directors, empbyees,
and other agents, to cover any liability asserted against or incurred by any officer, director,
employee, or agent in such capacity or arising from the officer's, director's, employee's, or agent's
status as such.
Section 1.
keep:
ARTICLE XIII
MAINTENANCE OF CORPORATE RECORDS
MAINTENANCE OF CORPORATE RECORDS. This corporation shall
(a) Adequate and correct books and records of account;
(b) Written minutes of the proceedings of its members, board, and committees of
the board; and
(c) Such reports and records as required by law.
ARTICLE XIV
INSPECTION RIGHTS
Section 1. DIRDCTORS' RIGHT TO INSPECT. Every director shall have the right at
any reasonable time to inspect the corporation's books, records, documents of every kind, physical
properties, and the records of each subsidiary as permitted by California and federal law. The
inspection may be made in person or by the director's agent or attorney. The right of inspection
includes the right to copy and make extracts of documents as permitted by California and federal
law. This right to inspect may be cira.imscribed in instances where the right to inspect conflicts with
California or federal law (e.g, restrictions on the release of educational records under FERPA)
pertainingto access to books, records, and documents.
Section 2. ACCOUNTING RECORDS AND MINUTES. On written demand on the
corporation, any member may inspect, copy, and make extracts of the accounting books and records
and the minutes of the proceedings of the members, the board of directors, and committees of the
board of directors at any reasonable time for a purpose reasonably related to the member's interest
as a member. Any such inspection and copying may be made in person or by the member's agent or
attorney . This right of inspection extends to the records of any subsidiary of the corporation
Section 3. MAINTENANCE AND INSPECTION OF ARTICLES AND BYLAWS. This
corporation shall keep at its principal California office the original or a copy of the article of
incorporation and bylaws, as amended to the cunent date, which shall be open to inspection by the
members at all reasonable times during office hours. If the corporation has no business office in
California, the secretary shall, on the written request of any member, furnish to that member a copy
of the articles of incorporation and bylaws, as amended to the current date
ARTICLE XV
REQUIRED REPORTS
Section 1. ANNUAL REPORTS. The board of directors shall cause an annual report
to be sent to the board of directors within 120 days after the end of the corporation's fiscal year.
That report shall contain the following information, in appropriate detail:
(a) The assets and liabilities, including the trust funds, or the corporation as of
the end of the fiscal y ear,
(b) The principal changes in assets and liabilities, including trust funds;
(c) The corporation's revenue or receipts, both unrestricted and restricted to
particular purposes;
(d) The corporation's expenses or disbursement for both general and restricted
purposes;
(e) Any information required under these by laws; and
(f) An independent accountant's report or, if none; the certificate of an
authorized officer of the corporation that such statements were prepared
without audit from the corporation's books and records.
Section 2. ANNUAL STATEMENT OF CERTAIN TRANSACTIONS AND
INDEMNIFICATIONS. As part of the annual report to all members, or as a separate document if
no annual report is issued, the corporation shall, within 120 days after the end of the corporation's
fiscal year, annually prepare and mail or deliver to each member and furnish to each director a
statement of any transaction or indemnification of the following kind
(a) Any transaction (i) in which the corporation, or its parent or subsidiary, was a
party, (ii) in which an "interested person" had a direct or indirect material financial
interest, and (iii) which involved more than $50,000 or was one of several
transactions with the same interested person involving, in the aggregate, more than
$50,000. For this purpose, an "interested person" is either:
(1) Any director or officer of the corporation, its parent, or subsidiary (but mere
comman directorship shall not be considered such an interest); or
(2) Any holder of more than 10 percent of the voting power of the corporation,
its parent, or its subsidiary. The statement shall include a brief description
of the transaction, the names of interested persons involved, their
relationship to the corporation, the nature of their interest, provided that if
the transaction was with a partnership in which the interested person is a
partner, only the interest of the partnership need be stated.
CERTIFICATE OF SECRETARY
I certify that I am the duly elected and acting secretary of the Integrity Charter School, Inc, a
California nonprofit public benefit corporation; that these bylaws, consisting of 13 pages, are the
bylaws of this corporation as adopted by the board of directors on July 223, 2003; and that these
by laws have not been amended or modified sine that date
Executed on July 23, 2003 at National City, California.
Robert Dominguez, Secretary
EXIBIT D
TECHNICAL ASSISTANCE MATERIALS
The Sub -recipient attended the Community Development Block Grant (CDBG)
Technical Assistance Non -Profit Workshop held on June 28, 2007, and received the
following items:
1. Playing by the Rules, A Handbook for CDBG Sub -recipients on Administrative
Systems (if not previously provided)
2. CFR Title 24- Housing and Urban Development, CDBG Regulations (if not
previously provided)
3. OMB A-122
4. Quarterly/Annual Performance Reporting Form (updated format)
5. Compliance and Performing Monitoring Tool
6. Expenditure Reimbursement Claim Form (updated format)
7. Qualifying Beneficiary Intake Data Form (updated format)
The workshop and reference documents will assist the Sub -recipient with new U.S
Department of Housing and Urban Development and City of National City reporting
requirements.
EXHIBIT E
AFFIRMATIVE ACTION POLICY
1. Provision of Program Services
a. SUB -RECIPIENT shall not, on the grounds of race, religion, color, national origin,
sex, sexual preference, or handicap, exclude any person from participation in,
deny any person the benefits of, or subject any person to discrimination under
any program or activity funded in whole or in part with CDBG funds.
b. SUB -RECIPIENT shall not under any program or activity funded in whole or in
part with CDBG funds, on the grounds of race, religion, color, national origin,
sex, sexual preference, or handicap:
1) Deny any facilities, services, financial aid or other benefits
provided under the program or activity; or
2) Provide any facilities, services, financial aid, or other benefits
which are different or are provided in a different form from that
provided to others under the program or activity; or
3) Subject to segregated or separate treatment in any facility in, or
in any matter of process related to receipt of any service or
benefit under the program or activity; or
Restrict in any way access to, or in the enjoyment of any
advantage or privilege enjoyed by others in connection with
facilities, services, financial aid, or other benefits under the
program or activity; or
5) Treat an individual differently from others in determining whether
the individual satisfies any admission, enrollment, eligibility,
membership, or other requirement or condition which the
individual must meet in order to be provided any facilities,
services, or other benefits provided under the program or
activity; or
6) Deny any opportunity to participate in a program or activity as an
employee.
c. SUB -RECIPIENT may not utilize criteria or methods of administration which have
the effect of subjecting individuals to discrimination on the basis of race,
religion, color, national origin, sex, sexual preference, or handicap, or have the
effect of defeating or substantially impairing accomplishment of the objectives of
the program or activity with respect to individuals of a particular race, religion,
color, national origin, sex, sexual preference or handicap.
d. SUB -RECIPIENT, in determining the site or location of housing or facilities
provided in whole or in part with CDBG funds, may not make selections of such
site or location which have the effect of excluding individuals from, denying
them the benefits of, or subjecting them to discrimination on the grounds of
race, color, national origin, or sex, or which have the purpose or effect of
defeating or substantially impairing the accomplishment of the objectives of the
Civil Rights Act of 1964 and amendments thereto:
e. In administering a program or activity funded in whole or in part with CDBG
funds regarding which the SUB -RECIPIENT has previously discriminated against
persons on the grounds of race, religion, color, national origin, sex, sexual
preference or handicap, the SUB -RECIPIENT must take affirmative action to
overcome the effects of prior discrimination.
f. Even in the absence of such prior discrimination, a SUB -RECIPIENT in
administering a program or activity funded in whole or in part with CDBG funds
should take affirmative action to overcome the effects of conditions which would
otherwise result in limiting participation by persons of a particular race, color,
national origin, or sex. Where previous discriminatory practice or usage tends,
on the grounds of race, religion, color, national origin, sex, sexual preference, or
handicap, to exclude individuals from participation in, to deny them the benefits
of, or to subject them to discrimination under any program or activity to which
CDBG funding applies, the SUB -RECIPIENT has an obligation to take reasonable
action to remove or overcome the consequences of the prior discriminatory
practice or usage, and to accomplish the purpose of the Civil Rights Act of 1964.
g.
A SUB -RECIPIENT shall not be prohibited by this part from taking any eligible
action to ameliorate an imbalance in services or facilities provided to any
geographic area or specific group of persons within its jurisdiction where the
purpose of such action is to overcome prior discriminatory practice or usage.
h. Notwithstanding anything to the contrary in Sections J. 1. (a. through h.),
nothing contained herein shall be construed to prohibit any SUB -RECIPIENT
from maintaining or constructing separate living facilities or rest -room facilities
for the different sexes. Furthermore, selectivity on the basis of sex is not
prohibited when institutional or custodial services can properly be performed
only by a member of the same sex as the recipients of the services.
2. Employment Discrimination
a. SUB -RECIPIENT shall not discriminate against any employee or application for
employment because of race, color, religion, sex, national origin, age, or
handicap. SUB -RECIPIENT shall take affirmative action to insure that applicants
are employed, and that employees are treated during employment, without
regard to their race, color, religion, sex, national origin, age, or handicap. Such
action shall include, but not be limited to, the following: employment,
upgrading, demotion, or transfer, recruitment or recruitment advertising, layoff
or termination, rate -of -pay or other forms of compensation and selection for
training including apprenticeship. SUB -RECIPIENT agrees to post in conspicuous
places, available to employees and applicants for employment, notices setting
forth the provisions of this non-discrimination clause.
b. SUB -RECIPIENT shall, in all solicitations or advertisements for employees placed
by or on behalf of SUB -RECIPIENT, state that all qualified applications will
receive consideration for employment without regard to race, color, religion,
sex, national origin, age, or handicap.
c. SUB -RECIPIENT shall send to each labor union or representative of workers with
which it has a collective bargaining agreement or other contract or
understanding, a notice to be provided by the CDC's contracting officers,
advising the labor union or workers' representative of SUB -RECIPIENT'S
commitments under Section 202 of Executive Order No. 11246 of September
24, 1965, and shall post copies of the notices in conspicuous places available to
employees and applicants for employment.
d. SUB -RECIPIENT shall comply with all provisions of Executive Order 11246 of
September 24, 1965, and of the rules, regulations, and relevant orders of the
Secretary of Labor..
e. SUB -RECIPIENT shall furnish to the CDC all information and reports required by
Executive Order No. 11246 of September 24, 1965, and by the related rules,
regulations, and orders.
f. In the event of SUB -RECIPIENT'S failure to comply with any rules, regulations,
or orders required to be complied with pursuant to this Agreement, the CDC
may cancel, terminate, or suspend in whole or in part its performance and SUB -
RECIPIENT may be declared ineligible for further government contracts in
accordance with procedures authorized in Executive Order No. 11246 of
September 24, 1965, and such other sanctions as may be imposed and
remedies invoked as provided in Executive Order No. 11246 of September 24,
1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise
provided by law.
g.
SUB -RECIPIENT shall include the provisions of Section II. J. 2. (a. through f.),
"Affirmative Action Policy," paragraphs (1) through (6) in every subcontract or
purchase order unless exempted by rules, regulations, or order of the Secretary
of Labor issued pursuant to Section 204 of Executive Order No. 11246 of
September 24, 1965, so that such provisions will be binding upon each
subcontractor or vendor. SUB -RECIPIENT shall take such action with respect to
any subcontract or purchase order as the CDC may direct as a means. of
enforcing such provisions including sanctions for non-compliance; provided,
however, that in the event SUB -RECIPIENT becomes involved in, or is
threatened with, litigation with a subcontractor or vendor as a result of such
direction by the CDC, SUB -RECIPIENT may request the United States to enter
into such litigation to protect the interests of the United States.
h. SUB -RECIPIENT shall not discriminate on the basis of age in violation of any
provision of the Age Discrimination Act of 1975 (42 U.S.C. 6101 et seq.) or with
respect to any otherwise qualified handicapped individual as provided in Section
504 of the Rehabilitation Act of 1973 (29 U.S.C. 794). SUB -RECIPIENT shall
also provide ready access to and use of all CDBG fund -assisted buildings to
physically handicapped persons in compliance with the standards established in
the Architectural Barriers Act of 1968 (42 U.S.C. 4151 et seq.).
3. Remedies: In the event of SUB -RECIPIENT'S failure to comply with any rules,
regulations, or orders required to be complied with pursuant to this Agreement, the
CDC may cancel, terminate, or suspend in whole or in part its performance and SUB -
RECIPIENT may be declared ineligible for further government contracts and any such
other sanctions as may be imposed and remedies invoked as provided by law.
Client#: 1266225
303INTEGCHA
ACORD,. CERTIFICATE OF LIABILITY INSURANCE
DATE IMM/DD/YVYY)
02/18/09
PRODUCER
BB&T-John Burnham Ins Services
750 B Street Suite 2400
San Diego, CA 92101
619 231-1010
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
NAIC #
INSURED
San Diego County Schools/JPA
Integrity Charter School
125 Palm Avenue
National City, CA 91950
INSURER A Everest National/AmWINS'
10120
INSURER B Permissively Self -Insured
INSURER C AWAC/AmWINS'
10690
INSURER D Endurance/AmWINS'
41718
INSURER E Continental/Gr.Am/AmWINS*
20443
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICA-ED NOTWITHSTANDING
ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
ADO'L
NSRC
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
DATE (MMIDDIYYI
POLICY EXPIRATION
DATE (MM/OD/YYl
LIMITS
A
GENERAL
LIABILITY
COMMERCIAL GENERAL LIABILITY
71P200015081
07/01/08
07/01/09
EACH OCCURRENCE
$5,000 000
X
DAMAGE TO RENTED
PREMISE$ lEavccuaencel
$
CLAIMS MADE X OCCUR
MED EXP (Any one person)
S
X
$500,000 S.I.R.
PERSONAL & ADV INJURY
S
GENERAL AGGREGATE
$8,000,000
GEN'L AGGREGATE LIMIT APPLIES PER
PRODUCTS - COMP/OP AGG
S8,000,000
POLICY PRO-
W JET 1-7LOC
A
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
$500,000 S.I.R.
71P200015081
07/01/08
07/01/09
COMBINED SINGLE LIMIT
(Ea acodenl)
$5,000,000
X
BODILY INJURY
(Per person)
S
X
BODILY INJURY
(Per acadenq
5
X
X
PROPERTY DAMAGE
(Per acodenl)
S
GARAGE
LIABILITY
ANY AUTO
AUTO ONLY - EA ACCIDENT
5
OTHER THAN EA ACC
S
AUTO ON:Y AGG
S
EXCESS/UMBRELLA LIABILITY
EACH OCCURRENCE
$
OCCUR CLAIMS MADE
AGGREGATE
S
DEDUCTIBLE
RETENTION S.
5
S
S
B
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED''
11 yesdescribe under
SPECIAL PROVISIONS below
JPA MEMORANDUE
OF COVERAGE
60 Days Notice of
Cancellation
07/01/08
07/01/09
wR STATUS OTH-
TORY I NITS ER
E L EACH ACCIDENT
s$1,000,000
E L DISEASE - EA EMPLOYEE
S$1,000,000
E L DISEASE - POLICY LIMIT
S
C
D
E
OTHER Blanket Prop
Blanket Prop
Blanket Prop
PO09759001
CPN10000942100
RMP207110558
07/01/08
07/01/08
07/01/08
07/01/09
07/01/09
07/01/09
$5,000,000/5175,000 SIR
$20,000,000 XS $5M
$175,000,000 XS $25M
DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS
*Issued AmWINS permission. Property policy incl Special Form/Replacement Cost.
Re: Grant. Policy (general liability policy) includes professional
liability including medical. City of National City, its elected
officials, officers, agents and employees are additional insureds (general
liability and automobile policies) per attached form.
CERTIFICATE HOLDER
City of National City
Attn: City Attorney's Office
1243 National City Boulevard
National City, CA 91950-4301
CANCELLATION
Ten Day Notice for Nnn_Payment of Premium
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL q0 DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2001/08) 1 of 2
#S3207986/M3207946
TTCAR
@ ACORD CORPORATION 1988
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25-S (2001/08) 2 of 2
#S3207986/M3207946
EUM 20 505 05 06
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED- INSURED CONTRACT
This endorsement modifies insurance provided under the following:
PUBLIC ENTITIES EXCESS LIABILITY
1. The following is added to SECTION II.
WHO IS AN INSURED:
Any person(s), entity(les), or
organization(s) to whom the Named
Insured is obligated by virtue of an
'insured contract" to provide
Insurance solely with respect to
'bodily injury" and "property
damage° and arising out of:
a. Premises leased, used or
occupied by you;
b. "Automobiles" leased or rented
by you;
c. Equipment owned, leased,
rented, maintained or used by
you;
d. Mortgagees of a Named
•Insured; or
e. Property owners and property
managers of property owned,
leased, rented or occupied by
you.
San Diego County Schools Risk
However, this insurance under this
endorsement does not apply to:
i. Any "occurrence° which takes
place prior to or after you cease
to occupy the premise as stated
in the "insured contract'.
II. Any structural alteration, new
construction or demolition
operations performed by or on
behalf of the additional Insured.
iii. Any "wrongful act", "employment
practices wrongful act" or any
"employee benefit wrongful act".
2. The Limits of Insurance afforded under
this endorsement wilt be limited to the
Limits of Insurance required within the
terms of the 'insured contract' or the
Limits of Insurance of this Policy,
whichever is less, and will apply in
excess of any "underlying Insurance" or
your "retained limit' shown in the
Declarations. We will not be obligated
for limits of insurance shown in the
"insured contract' that are greater than
the Limits of Insurance of thls Policy.
Management -Everest National-
#71P2000015081-7/1/08 to 7/1/09.
Integrity Charter School. Re: Grant.
City, its elected officials, officers,
are additional insureds per this form.
EUM 20 505 05 06
City of National
agents and employees
Includes copyrighted material of ISO Properties, Inc., 2004 with Page 1 of 1
its permission.
Risk Management JPA
Fringe Benefits Consortium
6401 Linda Vista Road, Room 505
San Diego, CA 92111
619-569-5340 Fax 858-279-6236
SAN DIEGO COUNTY AND IMPERIAL COUNTY SCHOOLS
February 18, 2009
City of National City
City Attorney's Office
1243 National City Bouleveard
National City, CA 91950-4301
Attention: Ginny Orcutt
gorcutt@nationalcityca.gov
Re: Workers' Compensation Waiver of Subrogation Agreement
JPA Member: Integrity Charter School
Program: Grant
Coverage Period: July 1, 2008 to July 1, 2009
By:
Waiver of Subrogation Agreement
IT IS AGREED THAT THE SAN DIEGO COUNTY SCHOOLS RISK MANAGEMENT JOINT
POWERS AUTHORITY, PERMISSABLY SELF INSURED, WAIVES ANY RIGHT OF
SUBROGATION AGAINST:
City of National City
WHICH MIGHT ARISE BY REASON OF ANY PAYMENT UNDER THIS COVERAGE IN
CONNECTION WITH WORK PERFORMED BY:
Integrity Charter School
NOTHING IN THIS WAIVER CONTAINED SHALL BE HALED TO VARY, ALTER, WAIVE
OR EXTEND ANY OF THE TERMS, CONDITIONS, AGREEMENTS OR LIMITATIONS OF
THIS COVERAGE OTHER THAN AS STATED. NOTHING ELSEWHERE IN THIS
COVERAGE SHALL BE HALED TO VARY, ALTER, WAIVE OR LIMIT THE TERMS,
CONDITIONS, AGREEMENTS OR LIMITATIONS OF THIS WAIVER.
Diane Crosier, E
y c.
cutive Director Dated: February 18, 2009
RESOLUTION NO. 2008 — 259
RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF NATIONAL CITY
APPROVING THE 2008/2009 ANNUAL ACTION PLAN
AMENDMENT NO. 1 FOR THE COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) AND THE HOME INVESTMENT
PARTNERSHIP ACT (HOME) PROGRAMS
WHEREAS, as an entitlement community, the City of National City administers
the Community Development Block Grant (CDBG) and the Home Investment Partnership Act
(HOME) Program for the Federal Government under the United States Department of Housing
and Urban Development (HUD); and
WHEREAS, the Dept. of HUD requires that all CDBG and HOME Program
entitlement communities, such as the City of National City, hold a public hearing to solicit input
on a Substantial Annual Action Plan Amendment; and
WHEREAS, the City Council conducted a duly advertised public hearing on
September 2, 2008, October 7, 2008, October 21, 2008, and December 2, 2008; and
WHEREAS, the Annual Action Plan Amendment addresses the housing and
community development needs assessed in the City's 5-Year Consolidated Plan for FY's 2005-
06 through 2009-10, adopted by the City Council in May, 2005. The Annual Action Plan
Amendment No. 1, attached hereto as Exhibit ''A", includes a listing of projects/activities to be
undertaken in FY 2008-2009 utilizing CDBG and HOME program income available; and
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of
National City hereby approves and authorizes the submission of the FY 2008-2009 Annual
Action Plan Amendment No. 1 for the CDBG and HOME funds to the U.S. Department of
Housing and Urban Development (HUD).
PASSED and ADOPTED this 2nd day of Decem 2008.
ATTEST.
.1.Aldidi —ea
Mi hael R. Dalla, City Clerk
APPROVED AS TO FORM.
-
George H. Eiser, III
City Attorney
Ron Morrison, Mayor
City of National City
AMENDMENT#1 TO THE FISCAL YEAR (FY) 2008-2009 ANNUAL ACTION PLAN
COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM
FY 2008-2009 SUPPLEMENTAL FUNDING FROM PROGRAM INCOME
FY 2008- 2009 SUPPLEMENTAL CDBG FROM PROGRAM INCOME
AGENCY NAME /
ACTIVITY NAME
PUBLIC SERVICE ACTIVITIES
1 Integrity Charter School/ ICS Technology
Enhancement
Z National City Host Lions Club/ National
City Youth Enhancement
3 Community Youth Athletic Center/ Champs
for Life Delinquency Prevention Program
4 Boys and Girls Clubs of National City/ Day
Cam Pro. rani
5 National City Diahlos / National City Pop
Warner Youth Football and Cheer Program
OBJECTIVE CATEGORY /
OUTCOME CATEGORY
r PROPOSED
NUMBER TO BE
SERVED
Suitable Living Environment /
Availability -Accessibility
Suitable Living Environment /
Availability -Accessibility
Suitable Living Environment /
_Availahility-Accessibility
Suitable Living Environment /
Availability -Accessibitity
Suitable Living Environment /
Availability -Accessibility
104 Households
1000 Households
220 Individuals
/5 Individuals
450 Individuals
TOTAL FOR PUBLIC SERVICE ACTIVITIES
PRIOR YEAR COMMITMENTS FOR PHYSICAL IMPROVEMENT ACTIVITIES
Public Facility Improvement Activities
6
City of National City - Fire Department /
Fire Station Construction - Section 108
Loan Payment
Suitable Living Environment /
Availability=Accessibility
1 Public Facility
Improvement
TOTAL FOR PRIOR YEAR COMMITMENTS
HOME INVESTMENT PARTNERSHIPS ACT (HOME) PROGRAM
FY 2008-2009 SUPPLEMENTAL FUNDING FROM PROGRAM INCOME
SUPPLMENTAL FY 2008- 2009 HOME PROGRAM ENTITLEMENT
AGENCY NAME /
ACTIVITY NAME
OBJECTIVE CATEGORY /
OUTCOME CATEGORY
AFFORDABLE HOUSING ACTIVITIES
7 Casa Familiar/Mitch Thompson/Don
Countryman / National City Small Site
Acquisition & Rehabilitation Program
8 Habitat for Humanity / 1441 Harding Ave
.(_New In till Housing Construction)
Decent Housing /
Affordability -
Decent Housing /
Affor (lability. _.
�2,070, 000
CDBG
FUNDING
40
_ .02987
8/ 480
$30,033
50 000
$310,500
$1,759,500
$1,759,500
1 200 000
18 Households
3 Households
TOTAL FOR AFFORDABLE HOUSING ACTIVITIES
HOME
FUNDING
$92 7,881
$)72,114..
I1, 200 000
Fourth Program Year Action Plan (Amendment ` 1)
Passed and adopted by the Council of the City of National City, California, on
December 2, 2008 by the following vote, to -wit:
Ayes: Councilmembers Morrison, Parra, Sotelo-Solis, Zarate.
Nays: None.
Absent: Councilmember Natividad.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Mayor of the City of National City, California
i4c24.1A)
City ierk of the City National City, California
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2008-259 of the City of National City, California, passed and
adopted by the Council of said City on December 2, 2008.
City Clerk of the City of National City, California
By:
Deputy
City of National City, California
COUNCIL AGENDA STATEMENT
MEETING DATE December 2, 2008 AGENDA ITEM NO.
27
ITEM TITLE RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
APPROVING THE FISCAL YEAR (FY) 2008-2009 ANNUAL ACTION PLAN AMENDMENT #1 FOR THE
COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) AND HOME INVESTMENT PARTNERSHIP
ACT (HOME) PROGRAMS
PREPARED BY Carlos Aguirre DEPARTMENT Community Development
(Ext. 4391) Housing and Grants Division
EXPLANATION
Upon the conclusion of Public Hearing #4, the City Council will consider the adoption of the attached
resolution approving the FY 2008-2009 Annual Action Plan Amendment.
The Annual Action Plan (AAP) Amendment addresses the housing and community development needs
assessed in the City's 5-Year Consolidated Plan for FY's 2005-06 through 2009-10, adopted by the
City Council in May 2005. The AAP Amendment includes a listing of projects/activities to be
undertaken in FY 2008-2009 utilizing CDBG and HOME program income available.
Environmental Review NI N/A
Financial Statement Approved By:
Finance Director
The amount of funding available for FY 2008-2009 supplemental cycle for each program is as follows:
Community Development Block Grant - $2,070,000
Home Investment Partnership Program - $1,200,000
Account No.
STAFF RECOMMENDATION
Adopt attached resolution.
BOARD / COMMISSION RECOMMENDATION
Not applicable to this report.
ATTACHMENTS ( Listed Below) Resolution No.
Attachment 1: Resolution for Amendment #1 to the Dept of HUD FY 2008-2009 Annual Action Plan
A-200 (9/99)
City of National City
Office of the City Clerk
1243 National City Boulevard, National City, CA 91950-4397
Michael R. Dalla, CMC - City Clerk
(619) 336-4228 Fax: (619) 336-4229
March 9, 2009
Ms. Sandra Dominguez
Integrity Charter School
125 Palm Avenue
National City, CA 91950
Dear Ms. Dominguez,
On March 5m, 2009 an Agreement was entered between the City of National City
and Integrity Charter School.
We are enclosing for your records a fully executed original agreement.
Michael R. Dalla, CMC
City Clerk
Enclosure
cc: Housing & Grants Department
® Rervcicd Paper