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MHUSD - Funding for SCYTF (2019)(2)40 MOR.GA.N HILL UNIFIED SCHOOL DISTRICT SERVICES AGREEMENT 2019-20 THIS AGREEMENT {"Agreement") is made between Morgan Hill Unified School. District, 15600 Concord Circle, Morgan Hill, CA 95037, hereinafter referred to as the DISTRICT, and the following named service provider hereinafter referred to as VENDOR: VENDOR NAME: City of Gilroy DBA: South County Mouth Task Force ADDRESS: 7301 Hanna Street MAILING ADDRESS: (if different than above) CITY: Gilroy STATE: CA ZIP: 95020 PHONE: (408) 846-0362 FAX: (408) 846-0387 EMAIL ADDRESS: Albert.Balagso@ci.gilroy.ca.us FEDERAL TAX I.D. OR SOCIAL SECURITY NUMBER 94-6000340 Vendor is resdonsible for uadatim? contact information in a timely manner. iVOTL•: Federal Regulations (Code Sections 6041 and 6209) require non -corporate recipients of $600.00 or more to fttrnish their taepayer identification number to the payer. The regulations also provide that a penalty may be imposed or failure to fumish the ttaxpayer identification number. The DISTRICT requires your federal tax identification number or Social Security Number, whichever is applicable, in order to comply with these regulations. Check appropriate box for federal tax classification: Flindividual/sole proprietor �C Corporation S Corporation �Parincrship �Trust/estate F]CtherCity Government 4_._JLimited Liability Company Type:a(C) ❑(S) 1-1P) Submittal of Documents: The VENDOR shall not commence the work under this Agreement until the VENDOR has submitted and the DISTRICT has approved the certificate(s) and affidavit(s), and the endorsement(s) of the insurance required as indicated below: Signed Agreement jInsurance Certificates and Endorsements fl '-9 Form Workers' Compensation Certificate (if applicable) /Tuberculosis Clearance (if applicable) t7l Fingerprinting/Criminal Background Investigation (if applicable) DIR 9 (if applicable) Addendum for Technology Service Agreement (if applicable) Pg. 1 of 6 15600 Concord Circle - Morgan Hill, CA 95037 - 408.201.6000 - Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 1. JERryl This Agreement is effective on July 1, 2019 and terminates on June 30, 2020 or upon completion of services, whichever occurs first. VENDOR shall not undertake any work under this Agreement until this Agreement is reviewed and approved by the DISTRICT's Board of Education, and VENDOR is in receipt of a signed Agreement. 2. TF.P-MINATION 2.1 Without cause by DISTRICT. DISTRICT may, at any time, with or without reason, terminate this Agreement and compensate VENDOR only for services satisfactorily rendered to the date of termination. Written notice by DISTRICT shall be sufficient to stop further performance of services by VENDOR. Notice shall be deemed given when received by the VENDOR no later than three (3) days after the day of mailing, whichever is sooner. 2.2 Without cause by VENDOR. VENDOR may, upon thirty (30) day notice, with or without reason, terminate this A.a eement. Upon this termination, DISTRICT shall only be obligated to compensate VENDOR for services satisfactorily rendered to the date of termination. Written notice by VENDOR shall be sufficient to stop further performance of services to DISTRICT. VENDOR acknowledges that this thirty (30) day notice period is acceptable so that the DISTRICT can attempt to procure the services from another source. 2.3 With cause by DISTRICT. DISTRICT may terminate this Agreement upon giving of written notice of intention to tenninate for cause. Cause shall include: 2.3.1. Material violation of this Agreement by the VENDOR; or 2.3.2. Any act by VENDOR exposing the DISTRICT to liability to others for personal injury or property damage; or 2.3.3. VENDOR is adjudged bankrupt, VENDOR makes a general assignment for the benefit of creditors or a receiver is appointed on account of VENDOR'S insolvency. Written notice by DISTRICT shall contain the reasons for such intention to terminate and unless within three (3) calendar days after that notice the condition or violation shall cease, or satisfactory arrangements for the correction thereof be made, this Agreement shall upon the expiration of the three (3) calendar days cease and terminate. In the event of this termination, the DISTRICT may secure the required services from another VENDOR. If the expense, fees, and/or costs to the DISTRICT exceed the cost of providing the services pursuant to this Agreement, the VENDOR shall immediately pay the excess expense, fees, and/or costs to the DISTRICT upon the receipt of the DISTRICT'S notice of these expenses, fees, and/or costs. The foregoing provisions are in addition to and not a limitation of any other rights or remedies available. 3. SUBCQNTRACT OR ASSIGNMENT Neither party shall assign, delegate or subcontract any part of this Agreement without the written consent of the other parry. 4. jLVTFRPRETATTON In the event of any conflict or 'inconsistency between VENDOR'S agreement or documents and this MORGAN HILL UNIFIED SCHOOL DISTRICT SERVICES AGREEMENT, the MORGAN HILL UNIFIED SCHOOL DISTRICT SERVICES AGREEMENT shall prevail and supersede all other agreements or contract language. pg. 2 of 6 15500 Concord Circle • Morgan Hill, CA 95037. 408.201.6000 • Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. t`+OW) BER: 94-6000340 5. RjMFPF,NDI1 NT CONTRA STATUS In the performance of the services to be provided, VENDOR is an independent contractor with the authority to control and direct the performance of the details of the work, and this Agreement shall not be construed to create the relationship of agent, employee, partnership, joint venture, or association. VENDOR understands and agrees that it and all of its employees are not employees of the DISTRICT and are not entitled to benefits to which DISTRICT employees are normally entitled, including, but not limited to, State Unemployment Compensation, Workers' Compensation, vacation or sick pay. 6. TAX REPORT_iNC I PAYMENT VENDOR shall assume full responsibility for payment of all federal, state, and local taxes or contributions, including, but not limited to, Unemployment Insurance, Social Security and Income Taxes with respect to VENDOR'S employees. Pursuant to IRS regulations, the DISTRICT shall provide VENDOR in IRS identified tax classification with an annual statement of compensation on the appropriate federal forms (currently IRS Form 1099 Misc.). 7. REGUL TA IONS VENDOR shalt comply with all federal, state, and local laws, ordinances, regulations, permit requirements, and Board of Education's policies and regulations in performance of this Agreement, including as set forth herein at Paragraph 8. 8, YJNGRRPR12LT1NG ANY) CRIMINAL RF,CORDS CHG .K The Fingerprinting(Criminal Background Investigation Certification must be completed and attached to this Agreement prior to the VENDOR performing any of the services as listed in Item 12 of this Agreement. DISTRICT retains authority to remove any VENDOR employee from DISTRICT site upon the determination that he/she has not complied with this fingerprinting and background check requirement, or has been convicted of a violent or serious felony, as defined in Education Code §45122.1. VENDOR must notify the DISTRICT and remove any employee immediately should the VENDOR learn that an employee working on a DISTRICT site has been convicted of a serious or violent felony, or sex offense. Failure to provide notice as required above may result in cancellation of this Agreement by DISTRICT and further legal action by the DISTRICT where applicable. 9. GQVERNING LAW This Agreement shall be governed under the laws of the State of California. VENDOR hereby consents to the jurisdiction of the state or federal courts of Santa Clara County, CaIifomia. 10.$C.EI,i,ANFC)iJfi This Agreement contains the entire agreement between DISTRICT and VENDOR and supersedes any and all prior discussions, understandings, and negotiations, whether oral or in writing. This Agreement may not be modified or amended unless in writing and signed by both parties. 11. INSURANCE AND INDEMNIFICATION VENDOR agrees to defend, indemnify, and hold harmless the DISTRICT, its Board of Education, officers, employees and agents, individually and collectively, tiom. and against all costs, losses, claims, demands, suits, actions, payments, liabilities and judgments, including attorneys fees, arising from personal or bodily injuries, property damage or otherwise, regardless of and however caused that may arise for any reason from VENDOR'S performance of this Agreement. VENDOR must keep in full force and affect a policy or policies of Workers' Compensation insurance in the amount or amounts required by applicable law. Pg. 3of6 15600 Concord Circle -Morgan Hill, CA 95037.40A.201.6000 • Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 During the term of this Agreement, VENDOR shall procure and maintain general liability, automobile liability, and professional liability (errors and omissions) from a California licensed insurer acceptable to DISTRICT with per -occurrence limits of $1 Million unless otherwise specified by the DISTRICT. VENDOR shall provide DISTRICT with a Certificates) of Insurance evidencing such coverage. High risk activities may require additional coverage as determined by the DISTRICT. Certificate Holder is Morgan Hill Unified School District. VENDOR shall also provide an Additional Insured Endorsement, naming Morgan Hill Unified School District as Additional Insured. Such insurance coverage shall be primary insurance and any insurance or self-insurance maintained by the DISTRICT shall be non- contributory. These certificates shall contain a provision that coverage afforded under the policy will not be cancelled or allowed to expire .until at least thirty (30) days prior written notice has been delivered to the DISTRICT. 12. D .S RIETION QESE, RViCF (S OP OF WORIQ VENDOR shall supply all required payment and performance bonds and shall pay employees applicable prevailing wages in accordance with state and federal law where required. VENDOR shall furnish, at its own expense, all labor,. materials, equipment and other items necessary to carry out the terms of this Agreement. VENDOR shall provide the following services to DISTRICT: The Amount of within this agreement wil(provide funding to support the work of the South County Youth Task Force ( SCYTF) . The SCYTF is a collaboration that seeks to reduce juvenile delinquent behaviors, recruitment of youth into gangs, and youth vllgjlence in South Santa Clara County. This agreement will provide matching funds to compliment funding from the County of Santa Clara, the City of Gilroy and the Gilroy Unified Schooi District. SCYTF will provide the followiing services to MHUSD; Youth Outreach, Youth Groups, Case Management, & School -Based Team Crisis Response. These services will be available to the Middle and High Schools. The City of Gilroy will invoice MHUSD for a lump sum payment in the amount of $45,000 within 30 days prior to the end of the 2019-20 School year. ` TAdd tionai pages may be added and shall be inarked Exhibit "A" and are incorporated herein by this reference). 13. _ COMP E.NS TI N ALJD EXPENSES DISTRICT agrees to pay the VENDOR for services satisfactorily rendered pursuant to this Agreement at the rate of S 45,000.00 perflal rate Qfor a total fee not to exceed $ 45,000.00. District shall pay VENDOR according to the following terms and conditions: 13.1. Payment shall be made for all undisputed amounts in installment payments within thirty (30) days after the VENDOR submits an invoice to the DISTRICT. VENDOR will only be paid after the MHUSD Board of Education has approved/ratified this Agreement. 13.2. VENDOR invoices will be subject to verification that services have been rendered and subject to written approval by Glen Webb, Director of Curriculum, instruction, & Assessment 13.3. DISTRICT shall not be liable to VENDOR for any costs or expenses paid or incurred by VENDOR in performing services for DISTRICT including but not limited to travel, professional development related expenses, duplication, etc. 13.4. VENDOR shall not increase prices during the term of this Agreement. 13.5. All invoices must be submitted within 30 days of rendering services. DISTRICT reserves the right to reiect invoices submitted for uavment more than 30 days after services are performed, 14, OWNERS H)_P QF WORK PRODUC-C VENDOR agrees all work prepared or produced during the course of this Agreement and arising from the Pg. 4 of 6 15600 Concard Circle • Morgan Hill, CA 95037 - 408.201.6000 - Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 services rendered (see Paragraph 12) shall be owned by and assigned to DISTRICT as its sole and exclusive property. 15. AIM VENDOR shall establish and maintain books, records, and systems of account, in accordance with generally accepted accounting principles, reflecting all business operations of VENDOR transacted under this Agreement_ V1rNDOR shall retain these books, records, and systems of account during the Term of this Agreement and for five (5) years thereafter. VENDOR shalt permit the DISTRICT, its agent, other representatives, or an independent auditor to audit, examine, and make excerpts, copies, and transcripts from all books and records, and to make audit(s) of all billing statements, invoices, records, and other data related to the services covered by this Agreement. Audit(s) may be performed at any time, provided that the DISTRICT shall give reasonable prior notice to VENDOR and shall conduct audit(s) during VENDOR'S normal business hours, unless VENDOR otherwise consents. 16, CFRTIFjCATFS / PERMITS / LICENSES VENDOR and all VENDOR'S employees or agents shall secure and maintain in force such certificates, permits and licenses as are required by law in connection with the furnishing of services pursuant to this agreement. 17. CONFIDENTIA= VENDOR and all VENDOR'S agents, personnel, employee(s), and/or subcontractors) shall maintain the confidentiality of all information received in the course of performing the services. This requirement to maintain confidentiality shall extend beyond the termination of this Agreement. 18. Any notice required or permitted to be given under this Agreement shall be deemed to have been given, served, and received if given in writing and either personally delivered or deposited in the United States mail, registered or certified mail, postage prepaid, return receipt required, or sent by overnight delivery service, or facsirnile transmission, addressed as follows: DISTRICT VENDOR Morgan Hill Unified School District City of Gilroy 15600 Concord Circle 7301 Hanna Street Morgan Hill, CA 95037 Gilroy. CA 95020 ATTN: Glen Webb ATTN: Albert Balagso 19. ATTORNEY t{ FRS / COSIS Should litigation be necessary to enforce any terms or provisions of this Agreement, then each party shall bear its own litigation and collection expenses, witness fees, court costs and attorney's fees. 20. COhR , .TI N The work completed herein must meet the approval of the DISTRICT and shall be subject to the DISTRICT'S general right of inspection and supervision, in a manner consistent with VENDOR'S status as an independent contractor, to secure the satisfactory completion thereof. Work must be completed in good workmanship like manner and in accordance with the generally accepted standard of care in the industry. 21. SEVERABILIT If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions hereof shall not in any way be affected or Pg. 5 of 6 15500 Concord Clrcle • Morgan Hill, CA 95037.408.201,6000 - Fax 408.201.6006 VENDOR: City of Gilroy TAX T.D. NUMBER: 94-6000340 impaired thereby, except where enforcement is inconsistent with the parties' intent. 22. RELEASE. DTSCNAR =E OR WAMR No release, discharge or waiver of any provision hereof shall be enforceable against or binding upon either party hereto unless in writing and executed by both parties hereto. Neither the failure to insist upon strict performance of any of the agreements, terns, covenants or conditions hereof, nor the acceptance of monies due hereunder with knowledge of a breach of this Agreement, shall be deemed a waiver of any rights or remedies that either party hereto may have or a waiver of any subsequent breach or default in any of such agreements, terms, covenants or conditions, 23. EXFr'TITTON IN COUNTERPARTS This Agreement may be executed in several counterparts each of which shall be an original and all of which shall constitute but one and the same agreement. Any party signing this Agreement on behalf of the VENDOR hereby represents that he/she is duly authorized by the VENDOR to execute this Agreement and that the VENDOR has agreed to be bound by the provisions hereof. City of Gifroy ("VENDOR") Signature: C _ Date Title: C��-� VIZAVW r MORGAN HILL UNIFIED SCHOOL DISTRICT ("DISTRICT') f Signature Date: Name: Kirsten Pere Title: Assistant SuDerintendent. Business Services Date of Board Approval Notwithstanding the effective date of this Agreement set forth in Paragraph 1, this Agreement shall not be considered accepted, approved or otherwise effective until 1) Board approval and 2) the required approvals and certifications have been implemented, provided by, or submitted to the DISTRICT, as appropriate. Approved as to Form: Gilroy City Attorney's Office By: City Attorney Pg. 6 of 6 15600 Concord Circle • Morgan Hill, CA 95037.408.201.6000 • Fax 408.201.6006 MORGAN HILL UNIFIED SCHOOL DISTRICT AMENDMENT TO SERVICE AGREEMENT This Amendment to the Service Agreement is hereby entered into on July 1. 2019, -,by Morgan Hill Unified School District, (hereinafter referred to as "DISTRICT'), and Citv of 01rov (hereinafter referred to as VENDOR) for the following services: Youth Our , ch. Youth Groups. Case Management. & School —Based Team Crisis Response for Middle and Hio 'chools The following changes and)or revisions will be reflected as follows to the original Service Agreement. All prior agreements remain in force; Amendment only reflects a change in the following: (PLEASE ONLY CHECK CHANGES THAT APPLY) ORIGINAL PURCHASE ORDER NUMBER: ❑ TERM(S) OF CONTRACT: - El DESCRIPTION OF SERVICE(S): ❑ AMOUNT: ** Original: Change: New Total: $ ❑ BUDGET CODE: :1 Old: New: (re-enter if same as above) Total encumbered prior to this Amendment Additional amount to be encumbered 0.00 Total of two lines above Amount OTHER (PLEASE SPECIFY): item,,. The CITY shall indemnifv, defend, and hold harmless the DISTRICT, its officers. aaents, and emolovees from anv claim. liability, loss, iniury or damage arlsina out of or in connection with, performance of this Aareement by the CITY and/or its aaents. emolovees or sub -contractors, excentina only loss, iniury or damage caused by the sole nepllaence or willful misconduct of oersonnel emoloved by the DISTRICT. It is the intent of the parties to this Aareement to provide the broadest possible coveraae for the DISTRICT. The CiTY shall reimburse the DISTRICT for all costs. attornevs' fees. expenses and liabilities incurred with respect to anv litigation in which the CITY contests its obliaation to indemnify, defend and/or hold harmless the DISTRICT under this Aareement and does not ,prevail in that contest. The DISTRICT shall indemnifv, defend and hold harmless the CiTY, its ofcers, aaents and emplovees from anv claim, liability, loss, iniury or damaae arisina out of, or in connection with, oerformance of this Aareement by the DISTRICT and/or its aaents. emolovees or sub -contractors, exceotinq only loss, iniury or damage caused by the sole nealiaence or willful misconduct of personnel emoloved by the CITY. It is the intent of the parties to this Aareement to orovide the broadest possible coveraae for the Citv. The DISTRICT shall reimburse the CITY for all costs, attornevs' fees, expenses and liabilities incurred with respect to anv litigation in which the DISTRICT contests its obliaation to indemnifv. defend and/or hold harmless the CITY under this Agreement and does not prevail in that contest. " The Service Agreement Amendment is required to change: terms, description of services(s) or contractual amount and may require approval by the Board of Education. ORIGINAL BOARD APPROVALDATE: VEND R Signature ` Site / Departip9gnt Administrator gnature� Kirsten Perez, jsSup rin ndent Business Services BOARD AMENDED DATE (if required): Date: Date: Date: 15600 Concord Circle, Morgan Hill, CA 408.201.6000 Fax: 408.201.6006 n 1f1 Z MAIN FINGERPRINTING / CRIMINAL BACKGROUND ' INVESTIGATION CERTIFICATION One of the three boxes below must be checked, with the corresponding certification provided, and this form attached to the Services Agreement ("Agreement"): ❑ (To be completed by authorized DISTRICT employee only) VENDOR'S employees will have only limited contact, if any, with DISTRICT pupils and the DISTRICT will take appropriate steps to protect the safety of any pupils that may come in contact with VENDOR'S employees so that the fingerprinting and criminal background investigation requirements of Education Code § 45125.1 shall not apply to VENDOR for the services under this agreement. As an authorized DISTRICT official, I am familiar with the facts herein certified, and am authorized to execute this certificate on behalf of the DISTRICT (Education Code § 45125.1 (c)) Date: District Representative Name and Title Signature -The fingerprinting and criminal background investigation requirements of Education Code § 45125.1 apply to VENDOR'S services under this Agreement and VENDOR certifies its compliance with these provisions as follows: VENDOR certifies that the VENDOR has complied with the fingerprinting and criminal background investigation requirements of Education Code § 45125.1 with respect to all VENDOR'S employees, subcontractors, agents, and subcontractors' employees or agents regardless of whether those employees are paid or unpaid, concurrently employed by the DISTRICT, or acting as independent contractors of the VENDOR, who may have contact with DISTRICT pupils in the course of providing services pursuant to the Agreement, and the California Department of Justice has determined that none of those employees has been convicted of a felony, as that term is defined in Education Code § 45122.1. A complete and accurate list of all employees who may come in contact with DISTRICT pupils during the course and scope of the Agreement is attached hereto, or shall be provided to the DISTRICT prior to any employee having any contact with DISTRICT pupils, and an updated list of all employees who may come in contact with DISTRICT pupils during the course and scope of the agreement shall be provided to the DISTRICT within ten (10) days of DISTRICT's request. VENDOR'S services under this Agreement shall be limited to the construction, reconstruction, rehabilitation, or repair of a school facility and although all Employees will have contact, other than limited contact, with DISTRICT pupils, pursuant to Education Code § 45125.2 DISTRICT shall ensure the safety of the pupils by at least one of the following as marked: The installation of a physical barrier at the worksite to limit contact with pupils. Continual supervision and monitoring of all VENDOR'S on -site employees of VENDOR by an employee of VENDOR, , whom the Department of Justice has ascertained has not been convicted of a violent or serious felony. ❑Surveillance of employees by DISTRICT personnel. (To be completed by authorized DISTRICT employee only) Date: District Representative Name and Title Signature I am a representative of the VENDOR entering into this Agreement with the DISTRICT and I am familiar with the facts herein certified, and am authorized and qualified to execute this certificate on behalf of the VENDOR. Name of VENDOR or Company: a-� C rt7� nDate: Representative's Name�,and Title: SY11�le_ ! (' il�lle� 0�_ Signature:`r: 15600 Concord Circle Morgan Hill, CA 95037 • 408,201.6000 • Fax 408,201.6006 Page 1 of i GryrFrEO SCHOOL D15YP�Gi TUBERCULOSIS, CLEARANCE The undersigned does hereby certify to the governing board of the DISTRICT as follows: 1 am a representative of the VENDOR currently entering into this Agreement with the DISTRICT and I am familiar with the facts herein certified, and am authorized and qualified to execute this certificate on behalf of the VENDOR. VENDOR'S responsibility for tuberculosis clearance extends to all of its employees, subcontractors, and employees of subcontractors coming into contact with DISTRICT pupils regardless of whether they are designated as employees or acting as independent contractors of the VENDOR. VENDOR certifies that at least one of the following items applies to the Scope of Work that is the subject of this Agreement: ® The VENDOR ensures that any person providing any portion of the services has completed the Tuberculosis Risk Assessment Questionnaire (in accordance with California Education Code Section 49406 and Health and Safety Code Sections 121525-121555) and found that VENDOR does not have risk factors, or if tuberculosis risk factors were identified, the patient has been examined and determined to be free of infectious tuberculosis, by a physician or surgeon, within 60 days of Board approval of the Agreement, or if previous contractor to the DISTRICT, within the last four (4) years. If there is however a positive result, chest x-ray verification is required. Upon the DISTRICT'S request, a complete and accurate list of VENDOR'S employees and of all of its subcontractors', employees, who may come in contact with DISTRICT pupils during the course and scope of the Agreement, will be required to furnished — indicating the date of each person's completion of the questionnaire and if necessary physical examination. VENDOR'S Scope of Work under this Agreement is to be provided at an unoccupied school site only or will not be done on any DISTRICT property where any employee and / or subcontractor or supplier of any tier of Agreement shall come in contact with DISTRICT pupils. DATE: { 41 o f7p '\ Name of VENDORr Company: C k� Re resent ive's NEC Ind T'JP: &v\•rt Cr v p 3 15600 Concord Circle • Morgan Hill, CA 95037 •408.201.6000 • Fax 408.201.6006 Page 1 of 1 n l#1 _ WORKERS' COMPENSATION ", ;� CERTIFICATION California law requires all employers to carry workers' compensation insurance, even if they have only one employee. If you are the sole owner and you have no employees, or if your business is an out of state corporation with no employees worki ig in California, you may not be required to carry workers' compensation insurance. It is your responsibility to comply with the law. If you do not know whether you are required to carry workers' compensation insurance, find out by contacting the California Department of Industrial Relations (`°DIR"). Information is also available on the DIR's website at http://dir.ca.gov. Labor Code § 3700 in relevant part provides that every employer except the State shall secure the payment of compensation in one or more of the following ways: By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State. Fvi By securing from the Director of Industrial Relations a certificate of consent to self -insure, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of the ability to self -insure and to pay any compensation that may become due to its employees. I understand that California Labor Code § 3700 et seq requires employers to provide workers' compensation insurance coverage for any employees of my business. I hereby warrant that this business is exempt from the California Labor Code provisions regarding workers' compensation insurance because it has no employees working in California or is a sole -owner with no employees. I am aware of the provisions of Labor Code § 3700 which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such rovisions before commencing the performance of the Scope of Work of this Agreement. DATE: t I t`i I Name of VEND R or Company: Representative s Name and Title: Lee I�-A1 x Signature:(i V��-� t - v , vt 6zu t`r-p--, 15600 Concord Circfe • Morgan Hill, CA 95037 •408.201.6000 1 Fax 408.201.6006 Page i of 1 CERTIFICATE OF COVERAGE NAME AND ADDRESS OF AGENCY: Municipal Pooling Authority of Northern California P.O. Box 67 Walnut Creek, CA 94596 (925) 943-1100 * FAX (925) 946-4183 NAME AND ADDRESS OF COVERED ENTITY: City of Gilroy LeeAnn McPhillips HR/Risk Mgmt Dept. 7351 Rosanna Street Gilroy, CA 95020 ORGANIZATION AFFORDING COVERAGE: Municipal Pooling Authority of Northern California This is to certify that coverage agreements listed below have been issued to the covered parties named above and are in force at this time. 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 coverage afforded by the coverage agreements described herein Is subject to all the terms, exclusions, and conditions of such coverage agreements. TYPE OF COVERAGE COVERAGE AGREEMENT I COVERAGE AGREEMENT LIMITS OF LIABILITY NUMBER EXPIRATION per occurrence General Liability Auto Liability Auto Collision and Comprehensive Workers' Compensation and Employers Liability "1PA19-20 6/30/2020 Bodily Injury, Property Damage, Personal Injury Combined $0 Bodily Injury, Property Damage, Personal Injury Combined $0 $3,000 Deductible Police Vehicles $2,000 All Other Vehicles Limit of Liability = $250,000 SIR $500,000 Workers' Comp = Statutory Employers' Liability =$4,5 million Description of Operations/Locations/Vehicles/Event/Restrictions/Special Items: It is hereby agreed that the Morgan Hill Unified School District (MHUSD), its Board, officers, employees, and volunteers are named additional covered parties in respect to the Agreement between MHUSD and the City of Gilroy to support the work of the South County Youth Task Force in an effort to reduce juvenile delinquent behaviors, gang recruitment, and youth violence, but only to the extent assumed by the City of Gilroy under the Agreement, subject to MPA's Memorandum of Coverage terms, conditions, and exclusions. This coverage shall be primary. Cancellation: Should any of the above described coverage agreements be canceled before the expiration date thereof, the Issuing company will endeavor to mail 30 days written notice to the below named certificate holder, but failure to mail such notice shall Impose no obligation or liability of any kind upon the Authority, It's agents or representatives. CERTIFICATE HOLDER (name and address): Morgan Hill Unified School District 15600 Concord Circle Morgan Hill, CA 95037 certificate ID: 2551 : 2015-16 FY Prepared By: mp Date Issued June 25, 2019 7inChan , CPCU, ARN - Liabiljty Claims 0 q U) s4 O 41 0 fi 4J � 0 < •U o ,�� ) .- c H z1JH O H t ap U: O N C W, w (n M w F-� a1 0 0 (11 m H-rt U 41 S1 U w a O u0i aEl A N OM H4 O rt r� W >( W w U U uA EH H H 04.)44 0 O pN t� z a O o o v rn 0 W U U rd p EWiO V Z O O > w H O �` 4 Zw U H .-•1 -H O U 0 t-1 44 En (� O x V 0 u7 fIi E 1 o i rd cry a i�o c A H m°C x ., .rl o u p V O o to (1) rn W H C4 N M >1 a w Sa A N rl Q H 0 co U Vl D N W 4J N •11 N w1rd p oH () rn c rl E, w c P O 14 p H O to 0 U w U -rs 114 U a w E� T U cn O i --I o a1 Sa rU t— Iu Wry Fit n 0 0 a LOCAL AGENCY WORKERS' COMPENSATION EXCESS JOINT POWERS AUTHORITY (LAWCX) 2019/2020 MEMORANDUM OF COVERAGE Policy Number: LAWCX 19.20 DECLARATION ITEM #I COVERED MEMBER: City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 Expanded Covered Members Identified in SchecluleA ofMOC ITEM 42 COVERAGE PERIOD: FROM 7/1/2019 TO 7/1/2020 12:01 a.m. Pacific Standard Time ITEM 43 LIMIT OF LIABILITY: a. COVERED MEMBER'S RETAINED LIMIT: Workers' Compensation Coverage $500,000 Employer's Liability Coverage $500,000 b. LAWCX SELF -INSURED RETENTION: Workers' Compensation Coverage $5 Million Less Member's Retained Limit Employer's Liability Coverage $5 Million Less Member*s Retained Limit ON BEHALF OF THE LOCAL AGENCY WORKERS' COMPENSATION EXCESS JOINT POWERS AUTHORITY jZ-1 - cee- 5 P I Authorized Signature Schedule A - LAWCX Members As of July 1, 2019 CERTIFICATE OF COVERAGE NAME AND ADDRESS OF AGENCY: Municipal Pooling Authority of Northern California P.O, Box 67 Walnut Creek, CA 94596 (925) 943-1100 * FAX (925) 946-4183 NAME AND ADDRESS OF COVERED ENTITY: City of Gilroy LeeAnn McPhillips HR/Risk Mgmt Dept. 7351 Rosanna Street Gilroy, CA 95020 ORGANIZATION AFFORDING COVERAGE: Municipal Pooling Authority of Northern California This Is to certify that coverage agreements listed below have been issued to the covered parties named above and are In force at this time, 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 coverage afforded by the coverage agreements described herein is subject to all the terms, exclusions, and conditions of such coverage agreements. TYPE OF COVERAGE COVERAGE AGREEMENT I COVERAGE AGREEMENT LIMITS OF LIABILITY NUMBER EXPIRATION per occurrence General Liability MPA19-20 Auto Liability Auto Collision and Comprehensive Workers' Compensation and Employers Liability 6/30/2020 Bodily Injury, Property Damage, Personal Injury Combined $0 Bodily Injury, Property Damage, Personal Injury Combined $0 $3,000 Deductible Police Vehicles $2,000 All Other Vehicles Limit of Uablllty = $250,000 SIR $500,000 — Workers' Comp = Statutory Employers' Liability =$4.5 million ---- ------ Description of Operations/Locations/Vehicles/Event/Restrictions/Special Items: — It is hereby agreed that the Morgan Hiil Unified School District (MHUSD), its Board, officers, employees, and volunteers are named additional covered parties in respect to the Agreement between MHUSD and the City of Gilroy to support the work of the South County Youth Task Force In an effort to reduce juvenile delinquent behaviors, gang recruitment, and youth violence, but only to the extent assumed by the City of Gilroy under the Agreement, subject to MPA's Memorandum of Coverage terms, conditions, and exclusions. This coverage shall be primary. Cancellation: Should any of the above described coverage agreements be canceled before the expiration date thereof, the Issuing company will endeavor to mail 30 days written notice to the below named certificate holder, but failure to mall such notice shall Impose no obligation or liability of any kind upon the Authority, It's agents or representatives. CERTIFICATE HOLDER (name and address): Morgan Hill Unified School District 15600 Concord Circle Morgan Hill, CA 95037 Certificate ID: 2551 : 2015-16 FY Prepared By: mp Date Issued June 25, 2019 N7inchanU, Af-Nl - Liability Claims ., Request for Taxpayer Give Form to the Form (Rev. November2017) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service I► Go to wwitvJmgcv/Form W9 for instructions and the latest information. 1 Name (as shown on your Income tax return). Name Is required on this line; do not leave this line blank. CITY OF GILROY 2 Business name/disregarded entity name, if different from above M 3 Check appropriate box for federal tax classification of the person whose name Is entered on line 1. Check only one of the 4 Exemptions (codes apply only to mfollowing seven boxes. certain entities, not individuals; see a p Elindividual sole proprietor or ❑ C Corporation ❑ S Corporation ❑ Partnership ElTrust/estate Instructions on page 3): ai [1 o single -member LLC Exempt payee code (f any) �` U Limited liability company. Enter the tax classification C=C corporation, S-S corporation, P=Partnershi ► ❑ Y P Y• f P rP P) `o Note; Check the appropriate box In the line above for the tax classification of the single -member owner. Do not check Exemption from FATCA reporting + Fri LLC If the LLC Is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is LLC that Is disregarded from the for federal tax code (if any) .r n la.Is another not owner U.S. purposes. Otherwise, a single -member LLC that disregarded from the owner should check the appropriate box for the tax classification of its owner, a v ❑✓ Other (see Instructions) ► GOVERNMENT AGENCY fwar•�ro�co r=�rra aW urus.i N 5 Address (number, street, and apt. or suite no.) See Instructions. Requester's name and address (optional) 7351 ROSANNA STREET I 6 City state, and 2fP code GILROY, CA 95020 7 Ust account number(s) here (optional) M1LM Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid I Social security number backup withholding. For Individuals, this Is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later_ For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a 71N, later. or Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and I Employer identification number Number To Give the Requester for guidelines on whose number to enter. M94 — 6 1 0 1 0 1 1I3 4 OI FUTTMAI Certification Under penalties of perjury, i certify that: 1. The number shown on this form Is my correct taxpayer Identification number (or I am waiting for a number to be issued to me); and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the internal Revenue Service (IRS) that i am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the iRS that you are currently subject to backup withholding because you have failed to report all Interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividend ou are not required to sign the certification, but you must provide your correct TIN. See the Instructions for Part 11, later, Sign Signature of 11.05_2019 Here I U.S. person ► Date ► General Instructions • Form 1099-DIV (dividends, including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/F`ormW9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), Individual taxpayer Identification number (ITIN), adoption taxpayer identification number (ATiN), or employer Identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information retum. Examples of Information returns Include, but are not limited to, the following. • Form 1099-INT (interest earned or paid) • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TiN. It you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later. Cat. No. 10231X - Form w-9 (Rev. 11.2017) roan hr WMORGAN HILL UNIFIED SCHOOL DISTRICT SERVICES AGREEMENT 2019-20 F THIS AGREEMENT ("Agreement") is made between Morgan Hill Unified School. District, 15600 Concord Circle, Morgan Hill, CA 95037, hereinafter referred to as the DISTRICT, and the following named service provider hereinafter referred to as VENDOR: VENDOR NAME: City of Gilroy DBA: South County Youth Task Force ADDRESS: 7301 Hanna Street MAILING ADDRESS: (if different than above) CITY: Gilroy STATE: CA ZIP: 95020 PHONE: (408) 846-0362 FAX: (408) 846-0387 EMAIL ADDRESS: Albert.Balagso@ci.gilroy.ca.us FEDERAL TAX I.D. OR SOCIAL SECURITY NUMBER: 94-6000340 Vendor is responsible for updating contact information in a timely manner. NOTE: Federal Regulations (Code Sections 6041 and 6209) require non -corporate recipients of $600.00 or more to furnish their taxpayer identification number to the payer. The regulations also provide that a penalty may be imposed or failure to fumish the taxpayer identification number. The DISTRICT requires your federal tax identification number or Social Security Number, whichever is applicable, in order to comply with these regulations. Check appropriate box for federal tax classification: Individual/sole proprietor C Corporation S Corporation PartnershipTrust/estate F ]Other City Government ❑Limited Liability Company Type:1(C) ❑(S) 11(p) Submittal of Documents: The VENDOR shall not commence the work under this Agreement until the VENDOR has submitted and the DISTRICT has approved the certificate(s) and affidavit(s), and the endorsement(s) of the insurance required as indicated below: Signed Agreement Insurance Certificates and Endorsements W-9 Form Workers' Compensation Certificate (if applicable) Tuberculosis Clearance (if applicable) Fingerprinting/Criminal Background Investigation (if applicable) DIR # (if applicable) Addendum for Technology Service Agreement (if applicable) Pg. 1 of 6 15600 Concord Circle • Morgan Hill, CA 95037 - 408.201.6000 • Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 1. JERM This Agreement is effective on July 1, 2019 and tenninates on June 30, 2020 or upon completion of services, whichever occurs first. VENDOR shall not undertake any work under this Agreement until this Agreement is reviewed and approved by the DISTRICT's Board of Education, and VENDOR is in receipt of a signed Agreement. 2. TERMINATION_ 2.1 Without cause by DISTRICT. DISTRICT may, at any time, with or without reason, terminate this Agreement and compensate VENDOR only for services satisfactorily rendered to the date of termination. Written notice by DISTRICT shall be sufficient to stop further performance of services by VENDOR. Notice shall be deemed given when received by the VENDOR no later than three (3) days after the day of mailing, whichever is sooner. 2.2 Without cause by VENDOR. VENDOR may, upon thirty (30) day notice, with or without reason, terminate this Agreement. Upon this termination, DISTRICT shall only be obligated to compensate VENDOR for services satisfactorily rendered to the date of tennination. Written notice by VENDOR shall be sufficient to stop further performance of services to DISTRICT. VENDOR acknowledges that this thirty (30) day notice period is acceptable so that the DISTRICT can attempt to procure the services from another source. 2.3 With cause by DISTRICT. DISTRICT may terminate this Agreement upon giving of written notice of intention to terminate for cause. Cause shall include: 2.3.1. Material violation of this Agreement by the VENDOR; or 2.3.2. Any act by VENDOR exposing the DISTRICT to liability to others for personal injury or property damage; or 2.3.3. VENDOR is adjudged bankrupt, VENDOR makes a general assignment for the benefit of creditors or a receiver is appointed on account of VENDOR'S insolvency. Written notice by DISTRICT shall contain the reasons for such intention to terminate and unless within three (3) calendar days after that notice the condition or violation shall cease, or satisfactory arrangements for the correction thereof be made, this Agreement shall upon the expiration of the three (3) calendar days cease and terminate. In the event of this termination, the DISTRICT may secure the required services from another VENDOR. If the expense, fees, and/or costs to the DISTRICT exceed the cost of providing the services pursuant to this Agreement, the VENDOR shalt immediately pay the excess expense, fees, and/or costs to the DISTRICT upon the receipt of the DISTRICT'S notice of these expenses, fees, and/or costs. The foregoing provisions are in addition to and not a limitation of any other rights or remedies available. 3. SUBCONTRACT OR ASSIGNMENT Neither party shall assign, delegate or subcontract any part of this Agreement without the written consent of the other party. 4. JNTERPRFTATIO In the event of any conflict or inconsistency between VENDOR'S agreement or documents and this MORGAN HILL UNIFIED SCHOOL DISTRICT SERVICES AGREEMENT, the MORGAN HILL UNIFIED SCHOOL DISTRICT SERVICES AGREEMENT shall prevail and supersede all other agreements or contract language. Pg. 2 o4 6 15600 Concord Circle • Morgan Hill, CA 95037 - 408.201.600() ° Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 5. MEPENDENT CONTRACTOR STATUS In the performance of the services to be provided, VENDOR is an independent contractor with the authority to control and direct the performance of the details of the work, and this Agreement shall not be construed to create the relationship of agent, employee, partnership, joint venture, or association. VENDOR understands and agrees that it and all of its employees are not employees of the DISTRICT and are not entitled to benefits to which DISTRICT employees are normally entitled, including, but not limited to, State Unemployment Compensation, Workers' Compensation, vacation or sick pay. 6. :LAX REPORTTNG / EAYMF.NT_ VENDOR shall assume full responsibility for payment of all federal, state, and local taxes or contributions, including, but not limited to, Unemployment Insurance, Social Security and Income Taxes with respect to VENDOR'S employees. Pursuant to IRS regulations, the DISTRICT shall provide VENDOR in IRS identified tax classification with an annual statement of compensation on the appropriate federal forms (currently IRS Form 1099 Misc.). 7. REGULATIONS VENDOR shall comply with all federal, state, and local laws, ordinances, regulations, permit requirements, and Board of Education's policies and regulations in performance of this Agreement, including as set forth herein at Paragraph 8, 8. FIN Y ,RPRINTiNG AND CRTMTI[AI, RFCORDS CHECK The Fingerprinting/Criminal Background Investigation Certification must be completed and attached to this Agreement prior to the VENDOR performing any of the services as listed in Item 12 of this Agreement. DISTRICT retains authority to remove any VENDOR employee from DISTRICT site upon the determination that he/she has not complied with this fingerprinting and background check requirement, or has been convicted of a violent or serious felony, as defined in Education Code §45122.1. VENDOR must notify the DISTRICT and remove any employee immediately should the VENDOR learn that an employee working on a DISTRICT site has been convicted of a serious or violent felony, or sex offense. Failure to provide notice as required above may result in cancellation of this Agreement by DISTRICT and further legal action by the DISTRICT where applicable. 9. GOVERNING LAW This Agreement shall be governed under the laws of the State of California. VENDOR hereby consents to the jurisdiction of the state or federal courts of Santa Clara County, California. 10. MISCELLANF,OIN This Agreement contains the entire agreement between DISTRICT and VENDOR and supersedes any and all prior discussions, understandings, and negotiations, whether oral or in writing. This Agreement may not be modified or amended rmless in writing and signed by both parties. 11. INSTJRANCE_AND [NDEMNTFIC.ATION VENDOR agrees to defend, indemnify, and hold harmless the DISTRICT, its Board of Education, officers, employees and agents, individually and collectively, from and against all costs, losses, claims, demands, suits, actions, payments, liabilities and judgments, including attorneys fees, arising from personal or bodily injuries, property damage or otherwise, regardless of and however caused that may arise for any reason from VENDOR'S performance of this Agreement. VENDOR must keep in full force and affect a policy or policies of Workers' Compensation Insurance in the amount or amounts required by applicable law. Pg. 3 of 6 15600 Concord Circle • Morgan Hill, CA 95037 - 408.201.6000 • Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 During the term of this Agreement, VENDOR shall procure and maintain general liability, automobile liability, and professional liability (errors and omissions) from a California licensed insurer acceptable to DISTRICT with per -occurrence limits of $1 Million unless otherwise specified by the DISTRICT. VENDOR shall provide DISTRICT with a Certificate(s) of Insurance evidencing such coverage. High risk activities may require additional coverage as determined by the DISTRICT. Certificate Holder is Morgan Hill Unified School District. VENDOR shall also provide an Additional Insured Endorsement, naming Morgan Hill Unified School District as Additional Insured. Such insurance coverage shall be primary insurance and any insurance or self-insurance maintained by the DISTRICT shall be non- contributory. These certificates shall contain a provision that coverage afforded under the policy will not be cancelled or allowed to expire .until at least thirty (30) days prior written notice has been delivered to the DISTRICT. r 12. DESCRIPTION OF S RVT SCOPE OF WOW, VENDOR shall supply all required payment and performance bonds and shall pay employees applicable prevailing wages in accordance with state and federal law where required. VENDOR shall fumish, at its own expense, all labor,. materials, equipment and other items necessary to carry out the terms of this Agreement. VENDOR shall provide the following services to DISTRICT: The Amount of within this agreement will provide funding to support the work of the South County Youth Task Force ( SCYTF) . The SCYTF is a colla4oration that seeks to reduce juvenile delinquent behaviors, recruitment of youth into gangs, and youth vilolence in South Santa Clara County. This agreement will provide matching funds to compliment funding from the County of Santa Clara, the City of Gilroy and the Gilroy Unified School District - SCYTF will provide the followiing services to MHUSD: Youth Outreach, Youth Groups, Case Management, & School -Based Team Crisis Response. These services will be available to the Middle and High Schools. The City of Gilroy will invoice MHUSD for a lump sum payment in the amount of $45,000 within 30 days prior to the end of the 2019-20 School year. (Additional pages may be added and shall be marked Exhibit "A" and are incorporated herein by this reference). 13.LQ21UNSATiON, AND EXPENSES DISTRICT agrees to pay the VENDOR for services satisfactorily rendered pursuant to this Agreement at the rate of $ 45,000.00 perflat rate []for a total fee not to exceed $ 45,000.00. District shall pay VENDOR according to the following terms and conditions. 13.1. Payment shall be made for all undisputed amounts in installment payments within thirty (30) days after the VENDOR submits an invoice to the DISTRICT. VENDOR will only be paid after the MHUSD Board of Education has approved/ratified this Agreement. 13.2. VENDOR invoices will be subject to verification that services have been rendered and subject to written approval by Glen Webb, Director of Curriculum, Instruction, & Assessment 13.3. DISTRICT shall not be liable to VENDOR for any costs or expenses paid or incurred by VENDOR in performing services for DISTRICT including but not limited to travel, professional development related expenses, duplication, etc. 13.4. VENDOR shall not increase prices during the term of this Agreement. 13.5. All invoices must be submitted within 30 days of rendering services. DISTRICT reserves the rieht to reiect invoices submitted for oavment more than 30 days after services are performed. 14. O FH0LP QE WORK PRODUC VENDOR agrees all work prepared or produced during the course of this Agreement and arising from the Pg. 4 of 6 15600 Concord Circle • Morgan Hill, CA 95037 - 408.201.6000 • Fax 408,201.6006 VENDOR: City of Gilroy TAX I.A. NUMBER: 94-6000340 services rendered (see Paragraph 12) shall be owned by and assigned to DISTRICT as its sole and exclusive property, 15. AUDIT VENDOR shall establish and maintain books, records, and systems of account, in accordance with generally accepted accounting principles, reflecting all business operations of VENDOR transacted under this Agreement. VENDOR shall retain these books, records, and systems of account during the Term of this Agreement and for five (5) years thereafter. VENDOR shall permit the DISTRICT, its agent, other representatives, or an independent auditor to audit, examine, and make excerpts, copies, and transcripts from all books and records, and to make audit(s) of all billing statements, invoices, records, and other data related to the services covered by this Agreement. Audit(s) may be performed at any time, provided that the DISTRICT shall give reasonable prior notice to VENDOR and shall conduct audit(s) during VENDOR'S normal business hours, unless VENDOR otherwise consents. 16. CERTIFTCATES / PERMITS / LICF,NSFS VENDOR and all VENDOR'S employees or agents shall secure and maintain in force such certificates, permits and licenses as are required by law in connection with the furnishing of services pursuant to this agreement. 17. CQNFIDENTIALITY VENDOR and all VENDOR'S agents, personnel, employee(s), and/or subcontractor(s) shall maintain the confidentiality of all information received in the course of performing the services. This requirement to maintain confidentiality shall extend beyond the termination of this Agreement. 18. NOTICE Any notice required or permitted to be given under this Agreement shall be deemed to have been given, served, and received if given in writing and either personally delivered or deposited in the United States mail, registered or certified mail, postage prepaid, return receipt required, or sent by overnight delivery service, or facsimile transmission, addressed as follows: DISTRICT VENDOR Morgan Hill Unified School District City of Gilroy 15600 Concord Circle 7301 Hanna Street Morgan Hill, CA 95037 Gilroy, CA 95020 ATTN: Glen Webb ATTN: Albert Balagso 19. ATTORNEY FEES / COSTS Should litigation be necessary to enforce any terms or provisions of this Agreement, then each party shall bear its own litigation and collection expenses, witness fees, court costs and attorney's fees. 20. MMPLETION The work completed herein must meet the approval of the DISTRICT and shall be subject to the DISTRICT'S general right of inspection and supervision, in a manner consistent with VENDOR'S status as an independent contractor, to secure the satisfactory completion thereof. Work must be completed in good workmanship like manner and in accordance with the generally accepted standard of care in the industry, 21. SEVERABILITY If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions hereof shall not in any way be affected or Pg. 5 of 6 15600 Concord Circle • Morgan Hill, CA 95037 •408.201.6000 • Fax 408.201.6006 VENDOR: City of Gilroy TAX I.D. NUMBER: 94-6000340 impaired thereby, except where enforcement is inconsistent with the parties' intent. 22. RELEASE. DISCHARGE OR WAIVER No, release, discharge or waiver of any provision hereof shall be enforceable against or binding upon either party hereto unless in writing and executed by both parties hereto. Neither the failure to insist upon strict performance of any of the agreements, terns, covenants or conditions hereof, nor the acceptance of monies due hereunder with knowledge of a breach of this Agreement, shall be deemed a waiver of any rights or remedies that either party hereto may have or a waiver of any subsequent breach or default in any of such agreements, terms, covenants or conditions. 23. FXECTJT10N TN COUNTERPARTS This Agreement may be executed in several counterparts each of which shall be an original and all of which shall constitute but one and the same agreement. Any party signing this Agreement on behalf of the VENDOR hereby represents that he/she is duly authorized by the VENDOR to execute this Agreement and that the VENDOR has agreed to be bound by the provisions hereof. City of Gilroy ("VENDOR") of Signature: -- -- Date Name: Title: MORGAN HILL UNIFIED SCHOOL DISTRICT ("DISTRICT") Signature: Date: Name: Kirsten Perez Title: Assistant Superintendent, Business Services Date of Board Approval vaA2Y�9 r � Notwithstanding the effective date of this Agreement set forth in Paragraph 1, this Agreement shall not be considered accepted, approved or otherwise effective until 1) Board approval and 2) the required approvals and certifications have been implemented, provided by, or submitted to the DISTRICT, as appropriate. Approved as to Form: Gilroy City Attorney's Office .....�� By: City Attorney Pg. 6 of 6 15600 Concord Circle • Morgan Hill, CA 95037,408,201.6000 • Fax 408,201,6006 Gy���fo s�a`t" MORGAN HILL UNIFIED SCHOOL DISTRICT AMENDMENT TO SERVICE AGREEMENT This Amendment to the Service Agreement is hereby entered into on Julv 1. 2019,by Morgan Hill Unified School District, (hereinafter referred to as "DISTRICT"), and Citv of Gilrov (hereinafter referred to as VENDOR) for the following services: Youth Outreach Youth Groups. Case Management. & School —Based Team Crisis Resoonse for Middle and High Schools The following changes and/or revisions will be reflected as follows to the original Service Agreement. All prior agreements remain in force; Amendment only reflects a change in the following: (PLEASE ONLY CHECK CHANGES THAT APPLY) ORIGINAL PURCHASE ORDER NUMBER: ❑ TERM(S) OF CONTRACT: -- DESCRIPTION OF SERVICE(S): ** ❑ AMOUNT: ** Original: Change: New Total: $ ❑ BUDGET CODE: Old: New: (re-enter if same as above) Total encumbered prior to this Amendment Additional amount to be encumbered 0.00 Total of two lines above Amount OTHER (PLEASE SPECIFY): item 11. The CITY shall indemnify, defend, and hold harmless the DISTRICT, its officers, agents, and emplovees from anv claim, liability, loss, iniury or damaqe arising out of, or in connection with, performance of this Aqreement by the CITY and/or its agents, emplovees or sub -contractors, exceptina only loss, iniury or damage caused by the sole negligence or willful misconduct of personnel employed by the DISTRICT. It is the intent of the parties to this Aqreement to provide the broadest possible coverage for the DISTRICT. The CITY shall reimburse the DISTRICT for all costs, attorneys' fees. expenses and liabilities incurred with respect to anv litigation in which the CITY contests its obligation to indemnify, defend and/or hold harmless the DISTRICT under this Aareement and does not prevail in that contest. The DISTRICT shall indemnifv, defend and hold harmless the CITY, its officers, agents and emplovees from anv claim, liability, loss, iniury or damage arising out of, or in connection with, performance of this Aareement by the DISTRICT and/or its agents, emplovees or sub -contractors, excepting only loss, iniury or damaqe caused by the sole nealiaence or willful misconduct of personnel employed by the CITY. It is the intent of the parties to this Aqreement to provide the broadest possible coverage for the Citv. The DISTRICT shall reimburse the CITY for all costs, attorneys' fees, expenses and liabilities incurred with respect to anv litigation in which the DISTRICT contests its obligation to indemnify, defend and/or hold harmless the CITY under this Aqreement and does not prevail in that contest. ** The Service Agreement Amendment is required to change: terms, description of services(s) or contractual amount and may require approval by the Board of Education. ORIGINAL BOARD APPROVALDATE: VEND R Signature Site / Department Administrator —Signature Kirsten Perez, Asst. Superintendent Business Services BOARD AMENDED DATE (if required): Date: Date: /.'4- Y/ 9 Date: 15600 Concord Circle, Morgan Hill, CA 408.201.6000 Fax: 408.201.6006 an _ FINGERPRINTING / CRIMINAL BACKGROUND INVESTIGATION CERTIFICATION One of the three boxes below must be checked, with the corresponding certification provided, and this form attached to the Services Agreement ("Agreement"): ❑ (To be completed by authorized DISTRICT employee only) VENDOR'S employees will have only limited contact, if any, with DISTRICT pupils and the DISTRICT will take appropriate steps to protect the safety of any pupils that may come in contact with VENDOR'S employees so that the fingerprinting and criminal background investigation requirements of Education Code § 45125.1 shall not apply to VENDOR for the services under this agreement. As an authorized DISTRICT official, I am familiar with the facts herein certified, and am authorized to execute this certificate on behalf of the DISTRICT (Education Code § 45125.1 (c)) Date: District Representative Name and Title Signature The fingerprinting and criminal background investigation requirements of Education Code § 45125.1 apply to VENDOR'S services under this Agreement and VENDOR certifies its compliance with these provisions as follows: VENDOR certifies that the VENDOR has complied with the fingerprinting and criminal background investigation requirements of Education Code § 45125.1 with respect to all VENDOR'S employees, subcontractors, agents, and subcontractors' employees or agents regardless of whether those employees are paid or unpaid, concurrently employed by the DISTRICT, or acting as independent contractors of the VENDOR, who may have contact with DISTRICT pupils in the course of providing services pursuant to the Agreement, and the California Department of Justice has determined that none of those employees has been convicted of a felony, as that term is defined in Education Code § 45122.1. A complete and accurate list of all employees who may come in contact with DISTRICT pupils during the course and scope of the Agreement is attached hereto, or shall be provided to the DISTRICT prior to any employee having any contact with DISTRICT pupils, and an updated list of all employees who may come in contact with DISTRICT pupils during the course and scope of the agreement shall be provided to the DISTRICT within ten (10) days of DISTRICT's request. VENDOR'S services under this Agreement shall be limited to the construction, reconstruction, rehabilitation, or repair of a school facility and although all Employees will have contact, other than limited contact, with DISTRICT pupils, pursuant to Education Code § 45125.2 DISTRICT shall ensure the safety of the pupils by at least one of the following as marked: The installation of a physical barrier at the worksite to limit contact with pupils. Continual supervision and monitoring of all VENDOR'S on -site employees of VENDOR by an employee of VENDOR, , whom the Department of Justice has ascertained has not been convicted of a violent or serious felony. ❑Surveillance of employees by DISTRICT personnel. (To be completed by authorized DISTRICT employee only) Date: District Representative Name and Title Signature I am a representative of the VENDOR entering into this Agreement with the DISTRICT and I am familiar with the facts herein certified, and am authorized and qualified to execute this certificate on behalf of the VENDOR. Name of VENDOR or Company: C.A-�j ok �-�� V p U ppDate: Representative's Nam and Title: 5rlOv. S11� Signature: 15600 Concord Circle • Morgan Hill, CA 95037 • 408.201.6000 • Fax 408.201.6006 Page 1 of 1 GN�F�fU w`_—S�G1 SCH CH �RCH TUBERCULOSIS CLEARANCE The undersigned does hereby certify to the governing board of the DISTRICT as follows: I am a representative of the VENDOR currently entering into this Agreement with the DISTRICT and I am familiar with the facts herein certified, and am authorized and qualified to execute this certificate on behalf of the VENDOR. VENDOR'S responsibility for tuberculosis clearance extends to all of its employees, subcontractors, and employees of subcontractors coming into contact with DISTRICT pupils regardless of whether they are designated as employees or acting as independent contractors of the VENDOR. VENDOR certifies that at least one of the following items applies to the Scope of Work that is the subject of this Agreement: ® The VENDOR ensures that any person providing any portion of the services has completed the Tuberculosis Risk Assessment Questionnaire (in accordance with California Education Code Section 49406 and Health and Safety Code Sections 121525-121555) and found that VENDOR does not have risk factors, or if tuberculosis risk factors were identified, the patient has been examined and determined to be free of infectious tuberculosis, by a physician or surgeon, within 60 days of Board approval of the Agreement, or if previous contractor to the DISTRICT, within the last four (4) years. If there is however a positive result, chest x-ray verification is required. Upon the DISTRICT'S request, a complete and accurate list of VENDOR'S employees and of all of its subcontractors' employees, who may come in contact with DISTRICT pupils during the course and scope of the Agreement, will be required to furnished — indicating the date of each person's completion of the questionnaire and if necessary physical examination. VENDOR'S Scope of Work under this Agreement is to be provided at an unoccupied school site only or will not be done on any DISTRICT property where any employee and / or subcontractor or supplier of any tier of Agreement shall come in contact with DISTRICT pupils. DATE: ��� 4,1 �\ Name of VENDOR �ompany: C k C>�C GA 15600 Concord Circle • Morgan Hill, CA 95037 • 408.201.6000 • Fax 408.201.6006 Page 1 of 1 SCHOOL ;]1Z WORKERS' COMPENSATION CERTIFICATION California law requires all employers to carry workers' compensation insurance, even if they have only one employee. If you are the sole owner and you have no employees, or if your business is an out of state corporation with no employees working in California, you may not be required to carry workers' compensation insurance. It is your responsibility to comply with the law. If you do not know whether you are required to carry workers' compensation insurance, find out by contacting the California Department of Industrial Relations ("DIR"). Information is also available on the DIR's website at http://dir.ca.gov. Labor Code § 3700 in relevant part provides that every employer except the State shall secure the payment of compensation in one or more of the following ways: By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State. By securing from the Director of Industrial Relations a certificate of consent to self -insure, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of the ability to self -insure and to pay any compensation that may become due to its employees. I understand that California Labor Code § 3700 et seq requires employers to provide workers' compensation insurance coverage for any employees of my business. I hereby warrant that this business is exempt from the California Labor Code provisions regarding workers' compensation insurance because it has no employees working in California or is a sole -owner with no employees. I am aware of the provisions of Labor Code § 3700 which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such �rorvisions before commencing the performance of the Scope of Work of this Agreement. DATE: I t ( l � C.1% I Name of VEND or Company: CA-1, 0-�_ CAvu� Representatives ame and Title: �ehcvvA erDV ,A`,nc . 11 r Signatur }.,� If 15600 Concord Circle • Morgan Hill, CA 95037 • 408.201.6000 • Fax 408.201.6006 Page 1 of 1 CERTIFICATE OF COVERAGE NAME AND ADDRESS OF AGENCY: Municipal Pooling Authority of Northern California P.O. Box 67 Walnut Creek, CA 94596 (925) 943-1100 * FAX (925) 946-4183 NAME AND ADDRESS OF COVERED ENTITY: City of Gilroy LeeAnn McPhillips HR/Risk Mgmt Dept. 7351 Rosanna Street Gilroy, CA 95020 ORGANIZATION AFFORDING COVERAGE: Municipal Pooling Authority of Northern California This Is to certify that coverage agreements listed below have been issued to the covered parties named above and are in force at this time. 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 coverage afforded by the coverage agreements described herein is subject to all the terms, exclusions, and conditions of such coverage agreements. F- ---- - -- - TYPE OF COVERAGE COVERAGE AGREEMENT COVERAGE AGREEMENT LIMITS OF LIABILITY NUMBER EXPIRATION per occurrence General Liability MPA19-20 6/30/2020 Bodily Injury, Property Damage, Personal Injury Combined $1,000.000 Auto Liability Auto Collision and Comprehensive - _........- - - ..._..— .............. - - - - Workers' Compensation and Employers Liability Description of Operations/Locations/Vehicles/Event/Restrictions/Special Items: Bodily Injury, Property Damage, Personal Injury Combined $0 $3,000 Deductible Police Vehicles $2,000 All Other Vehicles Limit of Liability = $250,000 SIR $500,000 11 Workers' Comp = Statutory Employers' Liability =$4.5 million It is hereby agreed that the Gilroy Unified School District (District) is named an additional covered party for General Liability in respect to the City of Gilroy's (City) use of District facilities under the Agreement effective July 1, 1971 between the City and the District, but only to the extent assumed by the city under the agreement, and subject to MPA's Memorandum of Coverage terms, conditions and exclusions. Cancellation: Should any of the above described coverage agreements be canceled before the expiration date thereof, the Issuing company will endeavor to mail 30 days written notice to the below named certificate holder, but failure to mail such notice shall impose no obligation or liability of any kind upon the Authority, It's agents or representatives. CERTIFICATE HOLDER (name and address): Gilroy Unified School District Attn: Facilities Dept. 7810 Arroyo Circle Gilroy, CA 95020..__ Certificate ID: 2283 : 2015-16 FY LB Prepared By: mp Date Issued June 25, 2019 - Liability Claims U \ - V) -P $-4 O U) �d a `a 41 U) -, OA m}W ° a) U) p +J4H O K H �4-14-1 N C (4 A-) a w a) U) rd a {Wz O a U° 7°, H U Cn +) u +J P (d W H . • G HP4 A 0 H O r+ O COH a) U U Up H H O+) O O off w Z 0 O w w tP p pa U . rd �4 � 0 rA Z U O ,i� 4-4 4 7 EH H 0 O Q�:5 41 �i in H W to a) H �4 '1i O H ri U >1 1 o +) Iq � H A Ha) 1) C � U ,i o ro > -w �j o to a) rZ H � m � �' rn rn a W �4 .q a) U)° H� H c U UI H r a oc U �+ o �, H ° H 344 a ro ww d O rt •li 00 �nm H 4-4 H �aH 4-) z� %4 a) H cn a O to O U EA U E-i H w U > `,i x U U) O r-i -H O f� W H cd u ro 1 r w W r=, H z U E-+ M W c- 0 w O z w F U H w H F a w U LOCAL AGENCY WORKERS' COMPENSATION EXCESS JOINT POWERS AUTHORITY (LAWCX) 2019/2020 MEMORANDUM OF COVERAGE Policy Number: LAWCX 19.20 DECLARATION ITEM #1 COVERED MEMBER: City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 Expanded Covered Members Identified in Schedule A of MOC ITEM #2 COVERAGE PERIOD: FROM 7/1/2019 TO 7/1/2020 12:01 a.m. Pacific Standard Time ITEM #3 LIMIT OF LIABILITY: a. COVERED MEMBER' S RETAINED LIMIT: Workers' Compensation Coverage $500,000 Employer's Liability Coverage $500,000 b. LAWCX SELF -INSURED RETENTION: Workers' Compensation Coverage $5 Million Less Member's Retained Limit Employer's Liability Coverage $5 Million Less Member's Retained Limit ON BEHALF OF THE LOCAL AGENCY WORKERS' COMPENSATION EXCESS JOINT POWERS AUTHORITY 1 Authorized Signature Schedule A - LAWCX Members As of July 1, 2019