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2500 - Heart of Compassion - Food and Nutrition ProgramAGREEMENT FOR PUBLIC SERVICES COMMUNITY DEVELEOPMENT BLOCK GRANT CORONAVIRUS (CDBG-CV) PROGRAM HEART OF COMPASSION This AGREEMENT FOR PROFESSIONAL SERVICES ("AGREEMENT') is made and entered into effective as of July 1, 2026, by and between the CITY OF ROSEMEAD, a general law city, located at 8838 East Valley Boulevard, Rosemead, CA 91770, ("CITY') and Heart of Compassion, a nonprofit, located at 600 S. Maple Avenue, Montebello, CA 90640 ("SUBRECIPIENT"). ViTK kl4&sm:mi;A For and in consideration of the promises and of the mutual covenants and agreements herein contained, said parties hereby agree as follows: 1. RECITALS. This AGREEMENT is made and entered into with respect to the following facts: A. City is the recipient of funds from the United States Department of Housing and Urban Development (hereinafter "HUD") pursuant to Title I of the Housing and Community Development Act of 974 (41 U.S.C. 5301-5320) as amended (hereinafter "ACT'). The City has approved the provision of federal funds under the ACT to be used to fund a Public Service ("SERVICES') for the FY 2026-2027. SUBRECIPIENT is to perform all services set forth in the Schedule of Services, attached hereto as Exhibit A and incorporated herein by reference; and B. SUBRECIPIENT desires to perform and assume responsibility for the provision of certain public services required by the City on the terms and conditions set forth in this Agreement. SUBRECIPIENT represents that it is experienced in providing Public Services to public clients, is licensed in the State of California and is familiar with the plans of City. SCOPE OF SERVICES. A. SUBRECIPIENT shall furnish to the CITY all labor, materials, tools, equipment, services, and incidental customary work necessary to fully and adequately perform those services described in Exhibit A, which is hereby CDBG-CV Public Services Agreement _1 _ July 2026 Form incorporated by reference. To the extent that Exhibit A is a proposal from SUBRECIPIENT, such proposal is incorporated only for the description of the scope of services and no other terms and conditions from any such proposal shall apply to this AGREEMENT. B. All activities funded with CDBG-CV-CV funds must meet one of the CDBG- CV-CV program's National Objectives: benefit low- and moderate - income persons; aid in the prevention 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 activities carried out under this Agreement will meet one or more of the cited National Objections. C. Performance of the SERVICES specified herein is made an obligation of SUBRECIPIENT under this AGREEMENT, subject to any changes made subsequently upon the mutual written agreement of the parties. D. The scope of services to be performed by SUBRECIPIENT under this AGREEMENT shall include, but not be limited to, those services specified in Paragraph 2A hereof. E. If there is a conflict between any of the provisions of the AGREEMENT and Exhibit A, this AGREEMENT shall have priority in the interpretation of the Parties rights and obligations under this AGREEMENT. 3. PERFORMANCE STANDARDS. While performing this AGREEMENT SUBRECIPIENT will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing similar services. SUBRECIPIENT shall cooperate with CITY if CITY opts to monitor SUBRECIPIENT's services. CITY will notify SUBRECIPIENT of any deficiencies and SUBRECIPIENT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by SUBRECIPIENT. 4. FAMILIARITY WITH WORK. A. By executing this AGREEMENT, SUBRECIPIENT agrees that, to the best of SUBRECIPIENT's knowledge and belief, SUBRECIPIENT has (i) Carefully investigated and considered the scope of services to be performed; (ii) Carefully considered how the services should be performed; and (iii) Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. CDBG-CV Public Services Agreement -2- July 2026 Form B. If services involve work upon any site, SUBRECIPIENT agrees that SUBRECIPIENT has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should SUBRECIPIENT discover any latent or unknown conditions that may materially affect the performance of the services, SUBRECIPIENT will immediately inform CITY of such fact and will not proceed except at SUBRECIPIENT's own risk until written instructions are received from CITY. 5. CITY SUPERVISION. The Director of the Department of Community Development of the CITY, or the Director's designee, shall have the right of general supervision of all work performed by SUBRECIPIENT and shall be the CITY's agent with respect to obtaining SUBRECIPIENT's compliance hereunder. No payment for any services rendered under this AGREEMENT shall be made without the prior approval of the Director of Community Development or the Director's designee. 6. FEE. Compensation to SUBRECIPIENT for the total services to be rendered pursuant to this AGREEMENT shall be in an amount not to exceed $25,000.00. 7. EXTRA SERVICES. Notwithstanding any other provision herein, no extra services shall be rendered by SUBRECIPIENT under this AGREEMENT unless such extra services first shall have been authorized in writing by the CITY. Any such services so authorized shall be paid by the CITY at rates approved of by the CITY. Notwithstanding any written or oral communication to the contrary, unless the City Manager gains the legal authority to authorize contracts in excess of $50,000, no extra services may be authorized unless the fee and the extra services total to less than $50,000. 8. PAYMENT BY CITY. A. Compensation. Subject to any limitations provided in the Contract Documents, CITY agrees to pay SUBRECIPIENT as full consideration for the faithful performance of all of the Work the total amount of Twenty -Five Thousand Dollars ($25,000.00) ("Compensation"). B. Quarterly Invoice. SUBRECIPIENT must furnish CITY with an invoice for the Work performed in accordance with the Contract Documents. SUBRECIPIENT must submit invoice by September 15, 2026, which shall be a statement describing the steps and approaches taken to meet the specified goals. This report shall include a project activity statement and shall include any program income, any joint funding, and nonexpendable and expendable personal property purchased or leased with CDBG-CV-CV funds. These reports must trace the CDBG-CV-CV funds award to a level of expenditure adequate to establish that such funds have not been used in violation of the restrictions and prohibitions of applicable law. C. Program Income. SUBRECIPIENT shall comply with the program income requirements set for in 24 CFR 570.504(c). At the end of the Agreement expiration/termination, SUBRECIPIENT shall remit all and any program CDBG-CV Public Services Agreement -3- July 2026 Form income balances (including investments thereof) held by SUBRECIPIENT (except those needed for immediate cash needs, cash balances or a revolving loan fund, cash balances from a lump sum drawdown, or cash or investments held for section 108 security needs) as required §570.503 (b)(8). D. Reversion of Assets. Upon the expiration of the Agreement, SUBRECIPIENT shall transfer to the City any CDBG-CV-CV funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG-CV-CV funds, including any real property under the SUBRECIPIENT's control that was acquired or improved in whole or in part with CDBG-CV-CV funds (including CDBG-CV-CV funds provided to the SUBRECIPIENT in the form of a loan) in excess of $25,000 is either: (i) Used to meet one of the national objectives in 24 CFR 570.208 until five years after expiration of the Agreement, or for such longer period of time as determined to appropriate by City; or (ii) Not used in accordance with paragraph (b)(7)(i) of 24 CFR 570.503, in which event the SUBRECIPIENT shall pay to the City an amount equal to the current market value of the property less any portion of the value attributable to expenditures of non-CDBG-CV-CV funds for the acquisition of, or improvement to, the property. The payment is program income to the City (No payment is required after period of time specified in §570.503(b)(7)(i)). E. Uniform Administrative Requirements. SUBRECIPIENT shall comply with applicable uniform administrative requirements as described in 24 CFR 84 as modified by 24 CFR 570.502(b), OMB Circular A-122 Cost Principals for Non -Profit Organizations, and OMB Circular A-133 Audits of States, Local Governments and Non -Profit Organizations. F. City Review of Invoices. CITY will review each invoice and determine whether the Work performed is in accordance with the Contract Documents. The Director may require SUBRECIPIENT to provide a release of all undisputed Contract amounts contained in the invoice. G. Disputes on Invoices. If CITY disputes any item on an invoice, CITY will give SUBRECIPIENT notice stating the reasons for the dispute. The Parties will meet and confer in good faith to attempt to resolve the dispute. H. 30 Days to Pay Invoice. Except as to any charges for the Work performed that the CITY disputes, CITY will cause SUBRECIPIENT to be paid within 30 days of the date of the invoice or the date that SUBRECIPIENT furnishes CITY with a release of all undisputed Contract amounts, whichever occurs later. CDBG-CV Public Services Agreement -4- July 2026 Form Partial Invoices. In the event there is any claim specifically excluded by SUBRECIPIENT from the operation of any release, CITY may retain an amount not to exceed the amount of the excluded claim. No Additional Compensation. Said compensation shall cover all expenses, losses, damages, and consequences arising out of the nature of the work during its progress or prior to its acceptance including those for well and faithfully completing the work and the whole thereof in the manner and time specified in the contract documents, and also including those arising from actions of the elements, unforeseen difficulties or obstructions encountered in the prosecution of the work, suspension or discontinuance of the work, and all other unknowns or risks of any description connected with the work. K. Compliance with Applicable Laws. SUBRECIPIENT agrees to comply fully with all applicable federal, State and local laws, ordinances, regulations, and permits, including but not limited to federal CDBG-CV-CV financial and contractual procedures, and OMB Circular A-110 with Attachments A, B, C, F, H, N, and 0, as set forth in 24 CFR 570.502(b). Said federal documents are on file at the City and are incorporated herein by reference. SUBRECIPIENT shall secure any new permits required by authorities herewith jurisdiction over the project and shall maintain all presently required permits. SUBRECIPIENT shall ensure that the requirements of the California Environmental Quality Act are met for any permits or other entitlements required to carry out the terms of this Agreement. L. Political Activities. SUBRECIPIENT is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities as defined in 24 CFR 570.207(a)(3), lobbying, political patronage, and nepotism activities. 9. TERM. The term of this AGREEMENT shall be for one-year time period from July 1, 2026, to September 15, 2026, unless sooner terminated as provided in Section 12 herein. The CITY may extend said time of completion for delays caused by circumstances beyond the control of either party to this AGREEMENT. Should the contract extend beyond the estimated time for completion of said services, CITY hereby reserves the right to continue SUBRECIPIENT's services hereunder with any and all fees for such additional services to be compensated by the CITY at rates approved by the CITY. 10. DISPUTES AND REMEDIES. A. Claims, disputes, and other matters in question between the Parties arising out of or relating to this AGREEMENT or the breach thereof, must be resolved by the following procedure: (i) CITY and SUBRECIPIENT will exercise their best efforts to resolve disputes through the development of a consensus. A meeting may CDBG-CV Public Services Agreement -5- July 2026 Form be requested by CITY or SUBRECIPIENT at anytime for the purpose of resolving a dispute. A determination by CITY'S Director of the Department of Community Development will be made within two (2) weeks after a meeting to resolve the dispute; (ii) If unresolved within thirty (30) days, then City Manager, or his or her designee, will make a final determination; (iii) Following the City Manager's final determination, the Parties may submit any unresolved matters to non-binding mediation. The parties may, but are not required to be, represented by counsel in mediation; (iv) If the Parties do not agree to mediation, or if mediation does not resolve the Parties' dispute, the matter may be pursued in Los Angeles County Superior Court, or the United States District Court, Central District of California, if federal jurisdiction exists. B. The Parties' rights and remedies under this Agreement are in addition to any other rights and remedies provided by law. 11. PREVAILING WAGE. SUBRECIPIENT is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works' and "maintenance" projects. If the SERVICES are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, SUBRECIPIENT agrees to fully comply with such Prevailing Wage Laws. The CITY shall provide SUBRECIPIENT with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. SUBRECIPIENT shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the SERVICES available to interested parties upon request and shall post copies at the SUBRECIPIENT's principal place of business and at the project site. SUBRECIPIENT shall defend, indemnify and hold the CITY, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 12. TERMINATION OF AGREEMENT. The CITY may terminate this AGREEMENT upon giving a ten (10) day advance written notice of such termination to SUBRECIPIENT. In that event, the City Manager, or his or her designee, based upon work accomplished by SUBRECIPIENT prior to notice of such termination, shall determine the amount of fees to be paid to SUBRECIPIENT for such services based upon accepted accounting practices. This finding by the City Manager, or his or her designee, shall be final and conclusive as to the amount of such fee. 13. INDEPENDENT CONTRACTOR. SUBRECIPIENT shall act as an independent contractor in the performance of the services provided for in this AGREEMENT and shall CDBG-CV Public services Agreement _6_ July 2026 Form furnish such services in SUBRECIPIENT's own manner and method and in no respect shall SUBRECIPIENT be considered an agent or employee of the CITY. 14. OWNERSHIP OF DOCUMENTS. All financial documents, data, studies, and reports prepared by SUBRECIPIENT under this AGREEMENT are CITY's property. SUBRECIPIENT may retain copies of said documents and materials as desired but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of SUBRECIPIENT's completed work product, for purposes other than identified in this AGREEMENT, or use of incomplete work product, is at CITY's own risk. CITY will indemnify and hold SUBRECIPIENT harmless for any use of the work product other than as contemplated by this AGREEMENT. 15. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this AGREEMENT, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by SUBRECIPIENT to any other person or CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties. 16. NONASSIGNMENT. This AGREEMENT is not assignable either in whole or in part by SUBRECIPIENT without the written consent of CITY. 17. TAXPAYER IDENTIFICATION NUMBER. SUBRECIPIENT will provide CITY with a valid Taxpayer Identification Number. 18. PERMITS AND LICENSES. SUBRECIPIENT, at its sole expense, will obtain and maintain during the term of this AGREEMENT, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement. 19. INDEMNIFICATION. A. SUBRECIPIENT hereby agrees to the following: (i) Indemnification for Professional Services. SUBRECIPIENT will save harmless and indemnify CITY and, at CITY's request, reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries, including death or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by SUBRECIPIENT or any of SUBRECIPIENT's officers, agents, employees, volunteers or representatives, in the performance of this Agreement. (ii) Indemnification for other Damages. SUBRECIPIENT indemnifies and holds CITY harmless from and against any claim, action, CDBG-CV Public Services Agreement _7_ July 2026 Form damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, SUBRECIPIENT will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives and volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. D. CITY does not, and shall not, waive any rights against SUBRECIPIENT which it may have by reason of the aforesaid hold -harmless AGREEMENT because of the acceptance by CITY or the deposit with CITY by SUBRECIPIENT, of any of the insurance policies hereinafter described in this AGREEMENT. E. The aforesaid hold -harmless AGREEMENT by SUBRECIPIENT shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations of SUBRECIPIENT, or any subcontractor of SUBRECIPIENT, regardless of whether such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. F. Notwithstanding any provision of this Agreement to the contrary, design professionals shall be required to defend and indemnify the CITY only to the extent allowed by Civil Code Section 2782.8, namely for claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional. The term "design professional" includes licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors and the business entities which offer such services in accordance with the applicable provisions of the Business and Professions Code. G. The provisions of this section do not apply to Claims occurring as a result of the CITY's sole negligence or willful acts or omissions. In the event of any dispute between SUBRECIPIENT and CITY, as to whether liability arises from the sole or active negligence of the CITY or its officers, employees, or agents, SUBRECIPIENT will be obligated to pay for CITY's defense until such time as a final judgment has been entered adjudicating the CITY as solely or actively negligent. SUBRECIPIENT will not be entitled in the absence of such a determination to any reimbursement of defense costs CDBG-CV Public Services Agreement -$- July 2026 Form including but not limited to attorney's fees, expert fees, and costs of litigation. 20. INSURANCE. SUBRECIPIENT shall not commence work under this contract until SUBRECIPIENT shall have obtained all insurance required by this AGREEMENT and shall maintain for the entire term of the AGREEMENT and such insurance shall have been approved by CITY as to form, amount and carrier, nor shall SUBRECIPIENT allow any subcontractor of SUBRECIPIENT to commence work on any subcontract until all similar insurance required of the subcontractor of SUBRECIPIENT shall have been so obtained and approved. Any delays caused by SUBRECIPIENT's or its subcontractors' failure to procure or maintain required insurance are inexcusable and shall not be a basis for extending the time for completion, and the CITY shall not be liable for reimbursing SUBRECIPIENT for costs due to such delay. A. WORKERS' COMPENSATION INSURANCE. SUBRECIPIENT shall take out and maintain, during the life of this contract, Workers' Compensation Insurance and Employer's Liability Insurance for all of SUBRECIPIENT'S employees employed to perform the SERVICES as described section 2 of the AGREEMENT; and, if any work is sublet, SUBRECIPIENT shall require the subcontractor of SUBRECIPIENT similarly to provide Workers' Compensation Insurance and Employers' Liability Insurance in accordance with the laws of the State of California, Section 3700 for all of the latter's employees, unless such employees are covered by the protection afforded by SUBRECIPIENT. If any class of employees engaged in work under this AGREEMENT is not protected under any Workers' Compensation law, SUBRECIPIENT shall provide and shall cause each subcontractor of SUBRECIPIENT to provide adequate insurance for the protection of employees not otherwise protected. SUBRECIPIENT shall indemnify CITY for any damage resulting to it from failure of either SUBRECIPIENT or any subcontractor of SUBRECIPIENT to take out or maintain such insurance. F-11 (i) Workers Compensation Insurance in the amount of not less than Statutory Limits set by the State of California. (ii) Employer's Liability Insurance in the amount of not less than ONE MILLION DOLLAR ($1,000,000). (i) Commercial General Liability Insurance. SUBRECIPIENT shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not CDBG-CV Public Services Agreement July 2026 Form been amended. Any endorsement restricting standard ISO "insured contract' language will not be accepted. (ii) Professional Liability (Errors & Omissions) Insurance. SUBRECIPIENT shall maintain professional liability insurance that covers the Services to be performed in connection with this agreement, in the minimum of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and SUBRECIPIENT agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. (iii) Automobile Liability Insurance. SUBRECIPIENT shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the SUBRECIPIENT arising out of or in connection with work to be performed under this agreement, including coverage for any owned, hired, non -owned, or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. C. PROOF OF INSURANCE. SUBRECIPIENT shall provide certificates of insurance and required endorsements to CITY as evidence of insurance coverage required herein. Insurance certificates and endorsements must be approved by CITY prior to the commencement of work. Current certification of insurance shall be kept on file with CITY for the contract period and any additional length of time required thereafter. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. D. NOTICE TO COMMENCE WORK. The CITY will not issue any notice authorizing SUBRECIPIENT or any subcontractor to commence work under this AGREEMENT until SUBRECIPIENT has provided to the CITY Clerk the proof of insurance as required. E. DURATION OF COVERAGE. SUBRECIPIENT shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of work hereunder by SUBRECIPIENT, their agents, representatives, employees, or sub Subrecipients. PRIMARY/NONCONTRIBUTING. Coverage provided by SUBRECIPIENT shall be primary and insurance or self-insurance procured or maintained by CITY shall not be required to contribute to it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed CDBG-CV Public Services Agreement _10 - July 2026 Form to contain a provision that such coverage shall also apply on primary and non-contributory basis for the benefit of CITY before the CITY's own insurance or self-insurance shall be called upon to protect it as named insured. G. CITY'S RIGHTS OF ENFORCEMENT. In the event any policy of insurance required under this agreement does not comply with these specifications or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by SUBRECIPIENT or CITY will withhold amounts sufficient to pay premium from SUBRECIPIENT'S payments. In the alternative, CITY may cancel this agreement. H. ACCEPTABLE INSURERS. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholder's Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best' Key Rating Guide, unless otherwise approved by the City Clerk's Office and Risk Management. I. WAIVER OF SUBROGATION. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against CITY, its elected or appointed officers, agents, officials, employees, representatives and volunteers or shall specifically allow SUBRECIPIENT or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. SUBRECIPIENT hereby waives its own right of recovery against CITY and shall require similar written express waivers and insurance clauses from each of its sub Subrecipients. J. ENFORCEMENT OF CONTRACT PROVISIONS (NON ESTOPPEL). SUBRECIPIENT acknowledges and agrees that any actual or alleged failure on part of the CITY to inform SUBRECIPIENT of non-compliance with any requirement imposes no additional obligations on the CITY nor does it waive any rights hereunder. K. REQUIREMENTS NOT LIMITING. Requirements of specific coverage features or limits contained in this section are not intended as limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the SUBRECIPIENT maintains higher limits than the minimums shown above, the CITY requires and shall be entitled to coverage for the higher limits maintained by the SUBRECIPIENT. Any available insurance proceeds in excess of the CDBG-CV Public Services Agreement July 2026 Form specified minimum limits of insurance and coverage shall be available to the City. L. NOTICE OF CANCELLATION. SUBRECIPIENT agrees to oblige its insurance agent or broker and insurers to provide the CITY with thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the SUBRECIPIENT'S insurers are unwilling to provide such notice, then SUBRECIPIENT shall have the responsibility of notifying the CITY immediately in the event of SUBRECIPIENT'S failure to renew any of the required insurance coverages, or insurer's cancellation or nonrenewal. M. ADDITIONAL INSURED STATUS. General Liability, Automobile Liability, and umbrella/excess liability insurance policies shall provide or be endorsed to provide that CITY and its officers, officials, employees, agents, representatives, and volunteers shall be additional insureds under such policies. N. PROHIBITION OF UNDISCLOSED COVERAGE LIMITATIONS. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to CITY and approved of in writing. O. SEPARATION OF INSUREDS. A severability of interests provision must apply for all additional insureds ensuring that SUBRECIPIENT'S insurance shall apply separately to each insured again whom claim is made or suit is brough, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross -liability exclusions. P. PASS THOUGH CLAUSE. SUBRECIPIENT agrees to ensure that its subcontractors, and any other party who is brough onto or involved in the project/service by SUBRECIPIENT (hereinafter collectively "subcontractor'), provide the same minimum insurance coverage and endorsements required of SUBRECIPIENT. SUBRECIPIENT agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. However, in the event SUBRECIPIENT'S subcontractor cannot comply with this requirement, which proof must be submitted to the CITY, SUBRECIPIENT shall be required to ensure that its subcontractor provide and maintain insurance coverage and endorsements sufficient to the specific risk of exposure involved with subcontractor's scope of work and services, with limits less than required of the SUBRECIPIENT, but in all other terms consistent with the SUBRECIPIENT's requirements under this agreement. This provision does not relieve the SUBRECIPIENT' of its contractual obligations under the agreement and/or limit its liability to the amount of insurance coverage provided by its subcontractors. This provision is intended to solely provide SUBRECIPIENT with the ability to CDBG-CV Public services Agreement -12- July 2026 Form utilize a subcontractor who may be otherwise qualified to perform the work or services but may not carry the same insurance limits as required of the SUBRECIPIENT under this agreement given the limited scope of work or services provided by the subcontractor. CONSULANT agrees that upon request, all agreements with subcontractors, and others engaged in this project, will be submitted to CITY for review. Q. CITY'S RIGHT TO REVISE SPECIFICATIONS. The CITY reserves the right to at any time during the term of the contract to change the amounts and types of insurance required by giving the SUBRECIPIENT ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the SUBRECIPIENT, the CITY and SUBRECIPIENT may renegotiate the SUBRECIPIENT'S compensation. R. SELF-INSURED RETENTIONS. Any self-insured retentions must be declared to and approved by CITY. CITY reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investigations, claim administrative, and defense expenses within the retention through confirmation from the underwriter. S. TIMELY NOTICE OF CLAIMS. SUBRECIPIENT shall give CITY prompt and timely notice of claims made or suits instituted that arise out of or result from SUBRECIPIENT'S performance under this agreement, and that involve or may involve coverage under any of the required liability policies. T. ADDITIONAL INSURANCE. SUBRECIPIENT shall also procure and maintain, at this own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 21. NON-DISCRIMINATION. SUBRECIPIENT shall not discriminate in its recruiting, hiring, promotion, demotion or termination practices on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, or sexual orientation in the performance of this AGREEMENT and shall comply with the provisions of the California Fair Employment and Housing Act as set forth in Part 2.8 of Division 3, Title 2 of the California Government Code; the Federal Civil Rights Act of 1964, as set forth in Public Law 88-352, and all amendments thereto; Executive Order 11246; and all administrative rules and regulations issued pursuant to such acts and order. 22. UNAUTHORIZED ALIENS. SUBRECIPIENT hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act (8 USCA 1101, et seq.), as amended; and, in connection therewith, shall not employ unauthorized aliens as defined therein. Should SUBRECIPIENT so employ such unauthorized aliens for the performance of work and/or services covered by this AGREEMENT, and should the Federal Government impose sanctions against the CITY for such use of unauthorized CDBG-CV Public services Agreement -13- July 2026 Form aliens, SUBRECIPIENT hereby agrees to, and shall, reimburse CITY for the cost of all such sanctions imposed, together with any and all costs, including attorney's fees, incurred by the CITY in connection therewith. 23. CONFLICT OF INTEREST. SUBRECIPIENT will comply with all conflict of interest laws and regulations including, without limitation, CITY's conflict of interest regulations. 24. WAIVER. Waiver by any party hereto of any term, condition, or covenant of this AGREEMENT shall not constitute the waiver of any other term, condition or covenant hereof. 26. ATTORNEY'S FEES. If litigation is reasonably required to enforce or interpret the provisions of this AGREEMENT, the prevailing party in such litigation shall be entitled to an award of reasonable attorney's fees, in addition to any other relief to which it may be entitled. 26. BINDING EFFECT. This AGREEMENT shall be binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. 27. PROVISIONS, CUMULATIVE. The provisions of this AGREEMENT are cumulative and in addition to and not in limitation of any rights or remedies available to CITY. 28. NO PRESUMPTION RE: DRAFTER. The parties acknowledge and agree that the terms and provisions of this AGREEMENT have been negotiated and discussed between the parties and their attorneys, and this AGREEMENT reflects their mutual AGREEMENT regarding the same. Because of the nature of such negotiations and discussions it would be inappropriate to deem any party to be the drafter of this AGREEMENT; and, therefore, no presumption for or against validity or as to any interpretation hereof, based upon the identity of the drafter, shall be applicable in interpreting or enforcing this AGREEMENT. 29. ASSISTANCE OF COUNSEL. Each party to this AGREEMENT warrants to each other party as follows: A. That each party either had the assistance of counsel or had counsel available to it, in the negotiation for, and execution of, this AGREEMENT, and all related documents; and, B. That each party has lawfully authorized the execution of this AGREEMENT 30. MODIFICATION. This AGREEMENT shall not be modified except by written agreement of the parties. 31. GOVERNING LAW. This AGREEMENT shall be interpreted and construed according to the laws of the State of California. 32. NOTICE. Whenever it shall be necessary for either party to serve notice on the other regarding this AGREEMENT, such notice may be furnished in writing by either party CDBG-CV Public Services Agreement _1,4_ July 2026 Forth to the other and shall be served by personal service as required in judicial proceedings or by certified mail, postage prepaid, return receipt requested, addressed to the parties as follows: CITY: Lily Valenzuela, Director of Community Development City of Rosemead 8838 East Valley Boulevard Rosemead, CA 91770 Tel: (626) 569-2142 Email: lvalenzuela@rosemeadca.gov SUBRECIPIENT: Heart of Compassion Distribution 600 S. Maple Avenue Montebello, CA 90640 Attn: Melissa Garcia, Administration Tel: (323-727-0170) Notice will be deemed effective on the date personally delivered or transmitted by facsimile. If the notice is mailed, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, postage prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. Change may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 33. FORCE MAJEURE. Neither party shall be responsible for delays or failures in performance resulting from acts beyond the control of the offending party. Such acts shall include, but not be limited to, acts of God, fire, flood, earthquake, or other natural disaster, nuclear accident, explosion, war, terrorist attack, embargo, strike, lockout, riot, freight embargo, public regulated utility, or government statutes or regulations superimposed after the fact. Notwithstanding the foregoing, this provision shall only have effect if written notice of the force majeure event is given by the party claiming such excuse for delay within ten days of the commencement of such event. 34. ELECTRONIC TRANSMISSION OF AGREEMENT AND SIGNATURE. The Parties agree that this AGREEMENT may be signed and transmitted by electronic mail by either/any or both/all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California Government Code section 16.5 and Civil Code section 1633.7. 35. RECORD AUDIT. In accordance with Government Code section 8546.7, records of both the CITY and the SUBRECIPIENT shall be subject to examination and audit by the CITY for a period of four (4) years after final payment. SUBRECIPIENT shall maintain the following records and reports to assist the City in maintaining its record keeping requirements: CDBG-CV Public Services Agreement -15- July 2026 Form A. Documentation of the income level of person and/or families participating in or benefiting by the Contractor's program. B. Documentation of all CDBG-CV-CV funds received by City. C. Documentation of expenses as identified in the Scope of Work. SUBRECIPIENT must establish and maintain, on a current basis, and adequate accounting system in accordance with generally accepted accounting principles and standards and OMB Circular A-122. All expenditures must be documented by receipts, invoices, canceled checks, inventory records, or other appropriate documents for non -personnel cost, and time records for personnel costs, which completely discloses the amount and nature of the expenditures. D. Any such other related records as City shall require IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be executed on its effective date by their respective officers duly authorized on their behalf. CITY OF ROSEMEAD SUBRECIPIENT Heart of Compassion Tax Payer ID: 421573926 Lily Valenzuela, Acting City Manager Date Print Name: Melissa Garcia ATTEST: !!i�, 7 7EJ u Erlcka Hernandez, City Clerk Date APPROVED AS TO FORM: Rachel Richman at� City Attorney CDBG-CV Public services Agreement -16- July 2026 Form Admin (President, VP, etc.) Me2sa Gamna Melissa Gama J.1 21 2026 11 2933 PDL Signature Print Name: Melissa Garcia Title: Admin (Treasurer, Secretary) Exhibit A Scope of Work Project Name Heart of Compassion Target Area Community Wide Goals Supported Public Service and Support Community Service Homeless Prevention and Public Service Needs Addressed Prevent, prepare for, and respond to COVID-19 impacts CDBG-CV: $25,000.00 Funding Founded in 2003, Heart of Compassion (HOC) Distribution is a food bank and social service organization. HOC works to alleviate hunger, food insecurities, and the suffering of those who Description have fallen into hard times. Their Fighting Hunger Feeding Hope program is a twice -weekly public food distribution where they provide groceries to 00 families who are in need. Target Date CDBG-CV: 9/15/2026 Estimate the number and type of families that will benefit from the 25 Persons pro osed activities Location Description Office: 600 S. Maple Avenue, Montebello Provide homeless, at -risk, and LMI residents with Planned Activities good biweekly. CDBG-CV Public Services Agreement -17- July 2026 Form Heart of Compassion CDBG-CV Final Audit Report 2026-07-21 Created: 2026.07-17 By: Priscila Davila (prisciladh@yahoo.com) Status: Signed Transaction ID: CBJCHSCAABAAVE6ErZ6bz4BWflllGYelVc2c8CglaIPA "Heart of Compassion CDBG-CV" History Document created by Priscilla Davila (prisciladh@yahoo.com) 2026-07-17 - 7:54:49 PM GMT- IP address: 142.129.73.157 C� Document emailed to Melissa Garcia (socialmedia@heartofcompassionca.org) for signature 2026-07-17 - 7:54:54 PM GMT Email viewed by Melissa Garcia (socialmedia@heartofcompassionca.org) 2026-07-17 - 7:55:11 PM GMT- IP address: 66.249.80.1 6o Document e -signed by Melissa Garcia (socialmedia@heartofcompassionca.org) Signature Date: 2026-07-21 - 6:29:33 PM GMT- Time Source: server- IP address: 172.56.123.29 - Signature Appearance Selected: TYPE Agreement completed. 2026-07-21 - 629:33 PM GMT 0 Adobe Acrobat Sign AGREEMENT FOR PUBLIC SERVICES COMMUNITY DEVELEOPMENT BLOCK GRANT (CDBG) PROGRAM HEART OF COMPASSION This AGREEMENT FOR PROFESSIONAL SERVICES ("AGREEMENT") is made and entered into effective as of July 1, 2026, by and between the CITY OF ROSEMEAD, a general law city, located at 8838 East Valley Boulevard, Rosemead, CA 91770, ("CITY") and Heart of Compassion, a nonprofit, located at 600 S. Maple Avenue, Montebello, CA 90640 ("SUBRECIPIENT). For and in consideration of the promises and of the mutual covenants and agreements herein contained, said parties hereby agree as follows: 1. RECITALS. This AGREEMENT is made and entered into with respect to the following facts: A. City is the recipient of funds from the United States Department of Housing and Urban Development (hereinafter "HUD") pursuant to Title I of the Housing and Community Development Act of 974 (41 U.S.C. 5301-5320) as amended (hereinafter "ACT'). The City has approved the provision of federal funds under the ACT to be used to fund a Public Service ("SERVICES") for the FY 2026-2027. SUBRECIPIENT is to perform all services set forth in the Schedule of Services, attached hereto as Exhibit A and incorporated herein by reference; and B. SUBRECIPIENT desires to perform and assume responsibility for the provision of certain public services required by the City on the terms and conditions set forth in this Agreement. SUBRECIPIENT represents that it is experienced in providing Public Services to public clients, is licensed in the State of California and is familiar with the plans of City. 2. SCOPE OF SERVICES. A. SUBRECIPIENT shall furnish to the CITY all labor, materials, tools, equipment, services, and incidental customary work necessary to fully and adequately perform those services described in Exhibit A, which is hereby incorporated by reference. To the extent that Exhibit A is a proposal from CDBG Public services Agreement _1 _ July 2026 Form SUBRECIPIENT, such proposal is incorporated only for the description of the scope of services and no other terms and conditions from any such proposal shall apply to this AGREEMENT. B. All activities funded with CDBG funds must meet one of the CDBG program's National Objectives: benefit low- and moderate - income persons; aid in the prevention 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 activities carried out under this Agreement will meet one or more of the cited National Objections. C. Performance of the SERVICES specified herein is made an obligation of SUBRECIPIENT under this AGREEMENT, subject to any changes made subsequently upon the mutual written agreement of the parties. D. The scope of services to be performed by SUBRECIPIENT under this AGREEMENT shall include, but not be limited to, those services specified in Paragraph 2A hereof. E. If there is a conflict between any of the provisions of the AGREEMENT and Exhibit A, this AGREEMENT shall have priority in the interpretation of the Parties rights and obligations under this AGREEMENT. 3. PERFORMANCE STANDARDS. While performing this AGREEMENT SUBRECIPIENT will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing similar services. SUBRECIPIENT shall cooperate with CITY if CITY opts to monitor SUBRECIPIENT's services. CITY will notify SUBRECIPIENT of any deficiencies and SUBRECIPIENT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by SUBRECIPIENT. 4. FAMILIARITY WITH WORK. A. By executing this AGREEMENT, SUBRECIPIENT agrees that, to the best of SUBRECIPIENT's knowledge and belief, SUBRECIPIENT has (i) Carefully investigated and considered the scope of services to be performed; (ii) Carefully considered how the services should be performed; and (iii) Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, SUBRECIPIENT agrees that SUBRECIPIENT has or will investigate the site and is or will be fully CDBG Public Services Agreement -2- July 2026 Form acquainted with the conditions there existing, before commencing the services hereunder. Should SUBRECIPIENT discover any latent or unknown conditions that may materially affect the performance of the services, SUBRECIPIENT will immediately inform CITY of such fact and will not proceed except at SUBRECIPIENT's own risk until written instructions are received from CITY. 5. CITY SUPERVISION. The Director of the Department of Community Development of the CITY, or the Director's designee, shall have the right of general supervision of all work performed by SUBRECIPIENT and shall be the CITY's agent with respect to obtaining SUBRECIPIENT's compliance hereunder. No payment for any services rendered underthis AGREEMENT shall be made without the prior approval of the Director of Community Development or the Director's designee. 6. FEE. Compensation to SUBRECIPIENT for the total services to be rendered pursuant to this AGREEMENT shall be in an amount not to exceed $9,560.00. 7. EXTRA SERVICES. Notwithstanding any other provision herein, no extra services shall be rendered by SUBRECIPIENT under this AGREEMENT unless such extra services first shall have been authorized in writing by the CITY. Any such services so authorized shall be paid by the CITY at rates approved of by the CITY. Notwithstanding any written or oral communication to the contrary, unless the City Manager gains the legal authority to authorize contracts in excess of $50,000, no extra services may be authorized unless the fee and the extra services total to less than $50,000. 8. PAYMENT BY CITY. A. Compensation. Subject to any limitations provided in the Contract Documents, CITY agrees to pay SUBRECIPIENT as full consideration for the faithful performance of all of the Work the total amount of Nine Thousand Five Hundred Sixty Dollars ($9,560.00) ("Compensation"). B. Quarterly Invoice. SUBRECIPIENT must furnish CITY with an invoice for the Work performed in accordance with the Contract Documents. SUBRECIPIENT may not submit invoices more often than quarterly (October 15th, January 15th, April 15th, July 151h), which shall be a statement describing the steps and approaches taken to meet the specified goals. This report shall include a project activity statement and shall include any program income, any joint funding, and nonexpendable and expendable personal property purchased or leased with CDBG funds. These reports must trace the CDBG funds award to a level of expenditure adequate to establish that such funds have not been used in violation of the restrictions and prohibitions of applicable law. C. Program Income. SUBRECIPIENT shall comply with the program income requirements set for in 24 CFR 570.504(c). At the end of the Agreement expiration/termination, SUBRECIPIENT shall remit all and any program income balances (including investments thereof) held CDBG Public Services Agreement _3_ July 2026 Form by SUBRECIPIENT (except those needed for immediate cash needs, cash balances or a revolving loan fund, cash balances from a lump sum drawdown, or cash or investments held for section 108 security needs) as required §570.503 (b)(8). D. Reversion of Assets. Upon the expiration of the Agreement, SUBRECIPIENT shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds, including any real property under the SUBRECIPIENT's control that was acquired or improved in whole or in part with CDBG funds (including CDBG funds provided to the SUBRECIPIENT in the form of a loan) in excess of $25,000 is either: (i) Used to meet one of the national objectives in 24 CFR 570.208 until five years after expiration of the Agreement, or for such longer period of time as determined to appropriate by City; or (ii) Not used in accordance with paragraph (b)(7)(i) of 24 CFR 570.503, in which event the SUBRECIPIENT shall pay to the City an amount equal to the current market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for the acquisition of, or improvement to, the property. The payment is program income to the City (No payment is required after period of time specified in §570.503(b)(7)(i)). E. Uniform Administrative Requirements. SUBRECIPIENT shall comply with applicable uniform administrative requirements as described in 24 CFR 84 as modified by 24 CFR 570.502(b), OMB Circular A-122 Cost Principals for Non -Profit Organizations, and OMB Circular A-133 Audits of States, Local Governments and Non -Profit Organizations. F. City Review of Invoices. CITY will review each invoice and determine whether the Work performed is in accordance with the Contract Documents. The Director may require SUBRECIPIENT to provide a release of all undisputed Contract amounts contained in the invoice. G. Disputes on Invoices. If CITY disputes any item on an invoice, CITY will give SUBRECIPIENT notice stating the reasons for the dispute. The Parties will meet and confer in good faith to attempt to resolve the dispute. H. 30 Days to Pay Invoice. Except as to any charges for the Work performed that the CITY disputes, CITY will cause SUBRECIPIENT to be paid within 30 days of the date of the invoice or the date that SUBRECIPIENT furnishes CITY with a release of all undisputed Contract amounts, whichever occurs later. CDBG Public Services Agreement -4- July 2026 Form Partial Invoices. In the event there is any claim specifically excluded by SUBRECIPIENT from the operation of any release, CITY may retain an amount not to exceed the amount of the excluded claim. No Additional Compensation. Said compensation shall cover all expenses, losses, damages, and consequences arising out of the nature of the work during its progress or prior to its acceptance including those for well and faithfully completing the work and the whole thereof in the manner and time specified in the contract documents, and also including those arising from actions of the elements, unforeseen difficulties or obstructions encountered in the prosecution of the work, suspension or discontinuance of the work, and all other unknowns or risks of any description connected with the work. K. Compliance with Applicable Laws. SUBRECIPIENT agrees to comply fully with all applicable federal, State and local laws, ordinances, regulations, and permits, including but not limited to federal CDBG financial and contractual procedures, and OMB Circular A-110 with Attachments A, B, C, F, H, N, and 0, as set forth in 24 CFR 570.502(b). Said federal documents are on file at the City and are incorporated herein by reference. SUBRECIPIENT shall secure any new permits required by authorities herewith jurisdiction over the project and shall maintain all presently required permits. SUBRECIPIENT shall ensure that the requirements of the California Environmental Quality Act are met for any permits or other entitlements required to carry out the terms of this Agreement. L. Political Activities. SUBRECIPIENT is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities as defined in 24 CFR 570.207(a)(3), lobbying, political patronage, and nepotism activities. 9. TERM. The term of this AGREEMENT shall be for one-year time period from July 1, 2026, to June 30, 2027, unless sooner terminated as provided in Section 12 herein. The CITY may extend said time of completion for delays caused by circumstances beyond the control of either party to this AGREEMENT. Should the contract extend beyond the estimated time for completion of said services, CITY hereby reserves the right to continue SUBRECIPIENT's services hereunder with any and all fees for such additional services to be compensated by the CITY at rates approved by the CITY. 10. DISPUTES AND REMEDIES. A. Claims, disputes, and other matters in question between the Parties arising out of or relating to this AGREEMENT or the breach thereof, must be resolved by the following procedure: (i) CITY and SUBRECIPIENT will exercise their best efforts to resolve disputes through the development of a consensus. A meeting may CDBG Public Services Agreement July 2026 Fonn be requested by CITY or SUBRECIPIENT at anytime for the purpose of resolving a dispute. A determination by CITY'S Director of the Department of Community Development will be made within two (2) weeks after a meeting to resolve the dispute; (ii) If unresolved within thirty (30) days, then City Manager, or his or her designee, will make a final determination; (iii) Following the City Manager's final determination, the Parties may submit any unresolved matters to non-binding mediation. The parties may, but are not required to be, represented by counsel in mediation; (iv) If the Parties do not agree to mediation, or if mediation does not resolve the Parties' dispute, the matter may be pursued in Los Angeles County Superior Court, or the United States District Court, Central District of California, if federal jurisdiction exists. B. The Parties' rights and remedies under this Agreement are in addition to any other rights and remedies provided by law. 11. PREVAILING WAGE. SUBRECIPIENT is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the SERVICES are being performed as part of an applicable "public works' or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, SUBRECIPIENT agrees to fully comply with such Prevailing Wage Laws. The CITY shall provide SUBRECIPIENT with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. SUBRECIPIENT shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the SERVICES available to interested parties upon request and shall post copies at the SUBRECIPIENT's principal place of business and at the project site. SUBRECIPIENT shall defend, indemnify and hold the CITY, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 12. TERMINATION OF AGREEMENT. The CITY may terminate this AGREEMENT upon giving a ten (10) day advance written notice of such termination to SUBRECIPIENT. In that event, the City Manager, or his or her designee, based upon work accomplished by SUBRECIPIENT prior to notice of such termination, shall determine the amount of fees to be paid to SUBRECIPIENT for such services based upon accepted accounting practices. This finding by the City Manager, or his or her designee, shall be final and conclusive as to the amount of such fee. 13. INDEPENDENT CONTRACTOR. SUBRECIPIENT shall act as an independent contractor in the performance of the services provided for in this AGREEMENT and shall CDBG Public Services Agreement -6- July 2026 Form furnish such services in SUBRECIPIENT's own manner and method and in no respect shall SUBRECIPIENT be considered an agent or employee of the CITY. 14. OWNERSHIP OF DOCUMENTS. All financial documents, data, studies, and reports prepared by SUBRECIPIENT under this AGREEMENT are CITY's property. SUBRECIPIENT may retain copies of said documents and materials as desired but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of SUBRECIPIENT's completed work product, for purposes other than identified in this AGREEMENT, or use of incomplete work product, is at CITY's own risk. CITY will indemnify and hold SUBRECIPIENT harmless for any use of the work product other than as contemplated by this AGREEMENT. 15. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this AGREEMENT, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by SUBRECIPIENT to any other person or CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties. 16. NONASSIGNMENT. This AGREEMENT is not assignable either in whole or in part by SUBRECIPIENT without the written consent of CITY. 17. TAXPAYER IDENTIFICATION NUMBER. SUBRECIPIENT will provide CITY with a valid Taxpayer Identification Number. 18. PERMITS AND LICENSES. SUBRECIPIENT, at its sole expense, will obtain and maintain during the term of this AGREEMENT, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement. 19. INDEMNIFICATION. A. SUBRECIPIENT hereby agrees to the following: (i) Indemnification for Professional Services. SUBRECIPIENT will save harmless and indemnify CITY and, at CITY's request, reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries, including death or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by SUBRECIPIENT or any of SUBRECIPIENT's officers, agents, employees, volunteers or representatives, in the performance of this Agreement. (ii) Indemnification for other Damages. SUBRECIPIENT indemnifies and holds CITY harmless from and against any claim, action, CDBG Public Services Agreement _7_ July 2026 Form damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, SUBRECIPIENT will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives and volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. D. CITY does not, and shall not, waive any rights against SUBRECIPIENT which it may have by reason of the aforesaid hold -harmless AGREEMENT because of the acceptance by CITY or the deposit with CITY by SUBRECIPIENT, of any of the insurance policies hereinafter described in this AGREEMENT. E. The aforesaid hold -harmless AGREEMENT by SUBRECIPIENT shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations of SUBRECIPIENT, or any subcontractor of SUBRECIPIENT, regardless of whether such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. Notwithstanding any provision of this Agreement to the contrary, design professionals shall be required to defend and indemnify the CITY only to the extent allowed by Civil Code Section 2782.8, namely for claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional. The term "design professional" includes licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors and the business entities which offer such services in accordance with the applicable provisions of the Business and Professions Code. G. The provisions of this section do not apply to Claims occurring as a result of the CITY's sole negligence or willful acts or omissions. In the event of any dispute between SUBRECIPIENT and CITY, as to whether liability arises from the sole or active negligence of the CITY or its officers, employees, or agents, SUBRECIPIENT will be obligated to pay for CITY's defense until such time as a final judgment has been entered adjudicating the CITY as solely or actively negligent. SUBRECIPIENT will not be entitled in the absence of such a determination to any reimbursement of defense costs CDBG Public Services Agreement -$- July 2026 Form including but not limited to attorney's fees, expert fees, and costs of litigation. 20. INSURANCE. SUBRECIPIENT shall not commence work under this contract until SUBRECIPIENT shall have obtained all insurance required by this AGREEMENT and shall maintain for the entire term of the AGREEMENT and such insurance shall have been approved by CITY as to form, amount and carrier, nor shall SUBRECIPIENT allow any subcontractor of SUBRECIPIENT to commence work on any subcontract until all similar insurance required of the subcontractor of SUBRECIPIENT shall have been so obtained and approved. Any delays caused by SUBRECIPIENT's or its subcontractors' failure to procure or maintain required insurance are inexcusable and shall not be a basis for extending the time for completion, and the CITY shall not be liable for reimbursing SUBRECIPIENT for costs due to such delay. A. WORKERS' COMPENSATION INSURANCE. SUBRECIPIENT shall take out and maintain, during the life of this contract, Workers' Compensation Insurance and Employer's Liability Insurance for all of SUBRECIPIENT'S employees employed to perform the SERVICES as described section 2 of the AGREEMENT; and, if any work is sublet, SUBRECIPIENT shall require the subcontractor of SUBRECIPIENT similarly to provide Workers' Compensation Insurance and Employers' Liability Insurance in accordance with the laws of the State of California, Section 3700 for all of the latter's employees, unless such employees are covered by the protection afforded by SUBRECIPIENT. If any class of employees engaged in work under this AGREEMENT is not protected under any Workers' Compensation law, SUBRECIPIENT shall provide and shall cause each subcontractor of SUBRECIPIENT to provide adequate insurance for the protection of employees not otherwise protected. SUBRECIPIENT shall indemnify CITY for any damage resulting to it from failure of either SUBRECIPIENT or any subcontractor of SUBRECIPIENT to take out or maintain such insurance. (i) Workers Compensation Insurance in the amount of not less than Statutory Limits set by the State of California. (ii) Employer's Liability Insurance in the amount of not less than ONE MILLION DOLLAR ($1,000,000). B. COMMERCIAL GENERAL LIABILITY, PROFESSIONAL LIABILITY, AND AUTOMOBILE LIABILITY INSURANCE. (i) Commercial General Liability Insurance. SUBRECIPIENT shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not CDBG Public Services Agreement July 2026 Form been amended. Any endorsement restricting standard ISO "insured contract' language will not be accepted. (ii) Professional Liability (Errors & Omissions) Insurance. SUBRECIPIENT shall maintain professional liability insurance that covers the Services to be performed in connection with this agreement, in the minimum of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and SUBRECIPIENT agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. (iii) Automobile Liability Insurance. SUBRECIPIENT shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the SUBRECIPIENT arising out of or in connection with work to be performed under this agreement, including coverage for any owned, hired, non -owned, or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. C. PROOF OF INSURANCE. SUBRECIPIENT shall provide certificates of insurance and required endorsements to CITY as evidence of insurance coverage required herein. Insurance certificates and endorsements must be approved by CITY prior to the commencement of work. Current certification of insurance shall be kept on file with CITY for the contract period and any additional length of time required thereafter. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. D. NOTICE TO COMMENCE WORK. The CITY will not issue any notice authorizing SUBRECIPIENT or any subcontractor to commence work under this AGREEMENT until SUBRECIPIENT has provided to the CITY Clerk the proof of insurance as required. E. DURATION OF COVERAGE. SUBRECIPIENT shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of work hereunder by SUBRECIPIENT, their agents, representatives, employees, or sub Subrecipients. F. PRIMARY/NONCONTRIBUTING. Coverage provided by SUBRECIPIENT shall be primary and insurance or self-insurance procured or maintained by CITY shall not be required to contribute to it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed CDBG Public Services Agreement July 2026 Form to contain a provision that such coverage shall also apply on primary and non-contributory basis for the benefit of CITY before the CITY's own insurance or self-insurance shall be called upon to protect it as named insured. G. CITY'S RIGHTS OF ENFORCEMENT. In the event any policy of insurance required under this agreement does not comply with these specifications or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by SUBRECIPIENT or CITY will withhold amounts sufficient to pay premium from SUBRECIPIENT'S payments. In the alternative, CITY may cancel this agreement. H. ACCEPTABLE INSURERS. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholder's Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best' Key Rating Guide, unless otherwise approved by the City Clerk's Office and Risk Management. WAIVER OF SUBROGATION. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against CITY, its elected or appointed officers, agents, officials, employees, representatives and volunteers or shall specifically allow SUBRECIPIENT or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. SUBRECIPIENT hereby waives its own right of recovery against CITY and shall require similar written express waivers and insurance clauses from each of its sub Subrecipients. J. ENFORCEMENT OF CONTRACT PROVISIONS (NON ESTOPPEL). SUBRECIPIENT acknowledges and agrees that any actual or alleged failure on part of the CITY to inform SUBRECIPIENT of non-compliance with any requirement imposes no additional obligations on the CITY nor does it waive any rights hereunder. K. REQUIREMENTS NOT LIMITING. Requirements of specific coverage features or limits contained in this section are not intended as limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the SUBRECIPIENT maintains higher limits than the minimums shown above, the CITY requires and shall be entitled to coverage for the higher limits maintained by the SUBRECIPIENT. Any available insurance proceeds in excess of the CDBG Public Services Agreement July 2026 Form specified minimum limits of insurance and coverage shall be available to the City. L. NOTICE OF CANCELLATION. SUBRECIPIENT agrees to oblige its insurance agent or broker and insurers to provide the CITY with thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the SUBRECIPIENT'S insurers are unwilling to provide such notice, then SUBRECIPIENT shall have the responsibility of notifying the CITY immediately in the event of SUBRECIPIENT'S failure to renew any of the required insurance coverages, or insurer's cancellation or nonrenewal. M. ADDITIONAL INSURED STATUS. General Liability, Automobile Liability, and umbrella/excess liability insurance policies shall provide or be endorsed to provide that CITY and its officers, officials, employees, agents, representatives, and volunteers shall be additional insureds under such policies. N. PROHIBITION OF UNDISCLOSED COVERAGE LIMITATIONS. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to CITY and approved of in writing. O. SEPARATION OF INSUREDS. A severability of interests provision must apply for all additional insureds ensuring that SUBRECIPIENT'S insurance shall apply separately to each insured again whom claim is made or suit is brough, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross -liability exclusions. P. PASS THOUGH CLAUSE. SUBRECIPIENT agrees to ensure that its subcontractors, and any other party who is brough onto or involved in the project/service by SUBRECIPIENT (hereinafter collectively "subcontractor'), provide the same minimum insurance coverage and endorsements required of SUBRECIPIENT. SUBRECIPIENT agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. However, in the event SUBRECIPIENT'S subcontractor cannot comply with this requirement, which proof must be submitted to the CITY, SUBRECIPIENT shall be required to ensure that its subcontractor provide and maintain insurance coverage and endorsements sufficient to the specific risk of exposure involved with subcontractor's scope of work and services, with limits less than required of the SUBRECIPIENT, but in all other terms consistent with the SUBRECIPIENT's requirements under this agreement. This provision does not relieve the SUBRECIPIENT' of its contractual obligations under the agreement and/or limit its liability to the amount of insurance coverage provided by its subcontractors. This provision is intended to solely provide SUBRECIPIENT with the ability to CDBG Public Services Agreement -12- July 2026 Form utilize a subcontractor who may be otherwise qualified to perform the work or services but may not carry the same insurance limits as required of the SUBRECIPIENT under this agreement given the limited scope of work or services provided by the subcontractor. CONSULANT agrees that upon request, all agreements with subcontractors, and others engaged in this project, will be submitted to CITY for review. Q. CITY'S RIGHT TO REVISE SPECIFICATIONS. The CITY reserves the right to at any time during the term of the contract to change the amounts and types of insurance required by giving the SUBRECIPIENT ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the SUBRECIPIENT, the CITY and SUBRECIPIENT may renegotiate the SUBRECIPIENT'S compensation. R. SELF-INSURED RETENTIONS. Any self-insured retentions must be declared to and approved by CITY. CITY reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investigations, claim administrative, and defense expenses within the retention through confirmation from the underwriter. S. TIMELY NOTICE OF CLAIMS. SUBRECIPIENT shall give CITY prompt and timely notice of claims made or suits instituted that arise out of or result from SUBRECIPIENT'S performance under this agreement, and that involve or may involve coverage under any of the required liability policies. T. ADDITIONAL INSURANCE. SUBRECIPIENT shall also procure and maintain, at this own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 21. NON-DISCRIMINATION. SUBRECIPIENT shall not discriminate in its recruiting, hiring, promotion, demotion or termination practices on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, or sexual orientation in the performance of this AGREEMENT and shall comply with the provisions of the California Fair Employment and Housing Act as set forth in Part 2.8 of Division 3, Title 2 of the California Government Code; the Federal Civil Rights Act of 1964, as set forth in Public Law 88-352, and all amendments thereto; Executive Order 11246; and all administrative rules and regulations issued pursuant to such acts and order. 22. UNAUTHORIZED ALIENS. SUBRECIPIENT hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act (8 USCA 1101, et seq.), as amended; and, in connection therewith, shall not employ unauthorized aliens as defined therein. Should SUBRECIPIENT so employ such unauthorized aliens for the performance of work and/or services covered by this AGREEMENT, and should the Federal Government impose sanctions against the CITY for such use of unauthorized CDBG Public Services Agreement -13- July 2026 Form aliens, SUBRECIPIENT hereby agrees to, and shall, reimburse CITY for the cost of all such sanctions imposed, together with any and all costs, including attorney's fees, incurred by the CITY in connection therewith. 23. CONFLICT OF INTEREST. SUBRECIPIENT will comply with all conflict of interest laws and regulations including, without limitation, CITY's conflict of interest regulations. 24. WAIVER. Waiver by any party hereto of any term, condition, or covenant of this AGREEMENT shall not constitute the waiver of any other term, condition or covenant hereof. 25. ATTORNEY'S FEES. If litigation is reasonably required to enforce or interpret the provisions of this AGREEMENT, the prevailing party in such litigation shall be entitled to an award of reasonable attorney's fees, in addition to any other relief to which it may be entitled. 26. BINDING EFFECT. This AGREEMENT shall be binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. 27. PROVISIONS, CUMULATIVE. The provisions of this AGREEMENT are cumulative and in addition to and not in limitation of any rights or remedies available to CITY. 28. NO PRESUMPTION RE: DRAFTER. The parties acknowledge and agree that the terms and provisions of this AGREEMENT have been negotiated and discussed between the parties and their attorneys, and this AGREEMENT reflects their mutual AGREEMENT regarding the same. Because of the nature of such negotiations and discussions it would be inappropriate to deem any party to be the drafter of this AGREEMENT; and, therefore, no presumption for or against validity or as to any interpretation hereof, based upon the identity of the drafter, shall be applicable in interpreting or enforcing this AGREEMENT. 29. ASSISTANCE OF COUNSEL. Each party to this AGREEMENT warrants to each other party as follows: A. That each party either had the available to it, in the negotiation and all related documents; and, assistance of counsel or had counsel for, and execution of, this AGREEMENT, B. That each party has lawfully authorized the execution of this AGREEMENT. 30. MODIFICATION. This AGREEMENT shall not be modified except by written agreement of the parties. 31. GOVERNING LAW. This AGREEMENT shall be interpreted and construed according to the laws of the State of California. 32. NOTICE. Whenever it shall be necessary for either party to serve notice on the other regarding this AGREEMENT, such notice may be furnished in writing by either party CDBG Public Services Agreement -14- July 2026 Form to the other and shall be served by personal service as required in judicial proceedings or by certified mail, postage prepaid, return receipt requested, addressed to the parties as follows: CITY: Lily Valenzuela, Director of Community Development City of Rosemead 8838 East Valley Boulevard Rosemead, CA 91770 Tel: (626) 569-2142 Email: Ivalenzuela@rosemeadca.gov SUBRECIPIENT: Heart of Compassion Distribution 600 S. Maple Avenie Montebello, CA 90640 Attn: Melissa Garcia, Administration Tel: (323-727-0170) Notice will be deemed effective on the date personally delivered or transmitted by facsimile. If the notice is mailed, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, postage prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. Change may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 33. FORCE MAJEURE. Neither party shall be responsible for delays or failures in performance resulting from acts beyond the control of the offending party. Such acts shall include, but not be limited to, acts of God, fire, flood, earthquake, or other natural disaster, nuclear accident, explosion, war, terrorist attack, embargo, strike, lockout, riot, freight embargo, public regulated utility, or government statutes or regulations superimposed after the fact. Notwithstanding the foregoing, this provision shall only have effect if written notice of the force majeure event is given by the party claiming such excuse for delay within ten days of the commencement of such event. 34. ELECTRONIC TRANSMISSION OF AGREEMENT AND SIGNATURE. The Parties agree that this AGREEMENT may be signed and transmitted by electronic mail by either/any or both/all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California Government Code section 16.5 and Civil Code section 1633.7. 35. RECORD AUDIT. In accordance with Government Code section 8546.7, records of both the CITY and the SUBRECIPIENT shall be subject to examination and audit by the CITY for a period of four (4) years after final payment. SUBRECIPIENT shall maintain the following records and reports to assist the City in maintaining its record keeping requirements: CDBG Public Services Agreement -15- July 2026 Form Me2ja Garcia Mehuw Woe (Jul 16 =25 419 P PDT: A. Documentation of the income level of person and/or families participating in or benefiting by the Contractor's program. B. Documentation of all CDBG funds received by City. C. Documentation of expenses as identified in the Scope of Work. SUBRECIPIENT must establish and maintain, on a current basis, and adequate accounting system in accordance with generally accepted accounting principles and standards and OMB Circular A-122. All expenditures must be documented by receipts, invoices, canceled checks, inventory records, or other appropriate documents for non -personnel cost, and time records for personnel costs, which completely discloses the amount and nature of the expenditures. D. Any such other related records as City shall require. IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be executed on its effective date by their respective officers duly authorized on their behalf. CITY OF ROSEMEAD SUBRECIPIENT Heart of Compassion Tax Payer I D: 421573926 Lily Valenzuela, Acting City Manager Date ATT EST: Ericka Hernandez, City Clerk APPROVED AS TO FORM: Print Name: Melissa Garcia .7/&/ Title: Admin Date ilv* Rachel Rich an �DDafE( " City Attorney CDBG Public Services Agreement July 2026 Form 16- Mell; sa 6(wla Mehssa 3arca Jul?5 2926'2 " PGT, Signature Print Name: Melissa Garcia Title: Secretary (Treasurer, Secretary) Exhibit A Scope of Work Project Name Heart of Compassion Target Area Community Wide Goals Supported Public Service and Support Community Service Needs Addressed Homeless Prevention and Public Service Funding CDBG: $9,560.00 Founded in 2003, Heart of Compassion (HOC) Distribution is a food bank and social service organization. HOC works to alleviate hunger, food insecurities, and the suffering of those Description who have fallen into hard times. Their Fighting Hunger Feeding Hope program is a twice - weekly public food distribution where they provide groceries to 400 families who are in need. Target Date CDBG: 6/30/2027 Estimate the number and type of families that will benefit from the 70 Persons ro osed activities Location Description Office: 600 S. Maple Avenue, Montebello Provide homeless, at -risk, and LMI residents Planned Activities ith food biweekly. CDBG Public Services Agreement -17- July 2026 Form Heart of Compassion Final Audit Report 2026-07-16 Created: 2026-07-16 By: Priscila Davila (prisciladh@yahoo.com) Status: Signed Transaction ID: CBJCHBCAABAAOB-iR8diwh9a2wSjxlehz2Yl Vvww7ltj "Heart of Compassion" History r5 Document created by Priscila Davila (prisciladh@yahoo.com) 2026-07-16 - 7:16:59 PM GMT- IP address: 142.129.73.157 C� Document emailed to Melissa Garcia (socialmedia@heartofcompassionca.org) for signature 2026-07-16 - 7:17:04 PM GMT 15 Email viewed by Melissa Garcia (socialmedia@heartofcompassionca.org) 2026-07-16 - 7:19:05 PM GMT- IP address: 66.249.80.2 b© Document e -signed by Melissa Garcia (socialmedia@heartofcompassionca.org) Signature Date: 2026-07-16 - 7:19:57 PM GMT -Time Source: server- IP address: 172.56.123.29 - Signature Appearance Selected: TYPE O Agreement completed. 2026-07-16 - 7:19:57 PM GMT a Adobe Acrobat Sign PUBLIC SERVICES AGREEMENT FOOD AND NUTRITION PROGRAM (HEART OF COMPASSION) PARTIES AND DATE. This Agreement is made and entered into this 16t day of July 2025 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Heart Of Compassion with its principal place of business at 600 S. Maple Ave., Montebello, CA 90807 ("Subrecipient"). City and Subrecipient are sometimes individually referred to herein as 'Party" and collectively as "Parties." 2. RECITALS. 2.1 Funding. City is the recipient of funds from the United States Department of Housing and Urban Development (hereinafter "HUD") pursuant to Title I of the Housing and Community Development Act of 974 (41 U.S.C. 5301-5320) as amended (hereinafter "ACT'). The City has approved the provision of federal funds under the ACT to be used to fund a Food and Nutrition Program in the amount of $6,500.00 for the FY 2025-2026. Subrecipient is to perform all services set forth in the Schedule of Services, attached hereto as Exhibit A and incorporated herein by reference. 2.2 Subrecipient. Subrecipient desires to perform and assume responsibility for the provision of certain public services required by the City on the terms and conditions set forth in this Agreement. Subrecipient represents that it is experienced in providing a Food and Nutrition Program to public clients, is licensed in the State of California and is familiar with the plans of City. 2.3 Project. City desires to engage Subrecipient to render Food and Nutrition activities ("Services") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services: Subrecipient promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 2 of 16 necessary to fully and adequately supply the Food and Nutrition Program necessary for the City, herein referred to a "Services". The Services are more particularly described in Exhibit A attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 National Objectives: All activities funded with CDBG funds must meet one of the CDBG program's National Objectives: benefit low- and moderate -income persons; aid in the prevention 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 activities carried out under this Agreement will meet one or more of the cited National Objections. 3.1.3 Term: The term of this Agreement shall be for a one-year time period from July 1. 2025, to June 30, 2026, at the sole and absolute discretion of the City, unless earlier terminated as provided herein. Subrecipient shall complete the Services within the term of the Agreement and shall meet any other established schedules and deadlines. 3.1.4 Suspension and Termination: According to 24 CFR 85.43 suspension or termination may occur if the Subrecipient materially fails to comply with any term of this Agreement. This Agreement may also be terminated for the City's convenience, consistent with 24 CFR 85.44. 3.2 Responsibilities of Subrecipient. 3.2.1 Control and Payment of Subordinates: Independent Contractor. The Services shall be performed by Subrecipient or under its supervision. Subrecipient will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. City retains Subrecipient on an independent contractor basis and not as an employee. Subrecipient retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Subrecipient shall also not be employees of City and shall at all times be under Subrecipient's exclusive direction and control. Subrecipient shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Subrecipient shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services: Subrecipient shall perform the Services expeditiously, within the term of this Agreement. Subrecipient represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Subrecipient's conformance with the Schedule, City shall respond to Subrecipient's submittals in a timely manner. Upon request of City, Subrecipient shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements: All work prepared by Subrecipient shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel: Subrecipient has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 3 of 16 or more of such personnel become unavailable, Subrecipient may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Subrecipient cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Subrecipient at the request of the City. The key personnel for performance of this Agreement is as follows: Melissa Garcia, Admin. 3.2.5 City's Representative: The City hereby designates the City Manager, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Subrecipient shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Subrecipient's Representative: Subrecipient will designate to act as its representative for the performance of this Agreement ("Subrecipient's Representative"). Subrecipient's Representative shall have full authority to represent and act on behalf of the Subrecipient for all purposes under this Agreement. The Subrecipient's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services: Subrecipient agrees to work closely with City staff in the performance of Services and shall be available to City's staff, subrecipients and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees: Subrecipient shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Subrecipient represents and maintains that it is skilled in the professional calling necessary to perform the Services. Subrecipient warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Subrecipient represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Subrecipient shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Subrecipient's failure to comply with the standard of care provided for herein. 3.2.9 Laws and Regulations: Subrecipient shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Subrecipient shall be liable for all violations of such laws and regulations in connection with Services. If the Subrecipient performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Subrecipient shall be solely Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 4 of 16 responsible for all costs arising therefrom. Subrecipient shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance: Subrecipient shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety: Subrecipient shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Subrecipient shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.12 Retention of Records and Reports: Subrecipient shall maintain the following records and reports to assist the City in maintaining its record keeping requirements: 3.2.12.1 Records. (A) Documentation of the income level of person and/or families participating in or benefiting by the Contractor's program. (B) Documentation of all CDBG funds received by City. (C) Documentation of expenses as identified in the bid. Subrecipient must establish and maintain, on a current basis, and adequate accounting system in accordance with generally accepted accounting principles and standards and OMB Circular A-122. All expenditures must be documented by receipts, invoices, canceled checks, inventory records, or other appropriate documents for non -personnel cost, and time records for personnel costs, which completely discloses the amount and nature of the expenditures. (D) Any such other related records as City shall require. 3.2.12.2 Reports. (A) Payment Request. (B) Quarterly Performance Report. Subrecipient shall submit to the City every three (3) months, quarterly reports, which shall be a statement describing the steps and approaches taken to meet the specified goals. This report shall include a project activity statement and shall include any program income, any joint funding, and nonexpendable and expendable personal property purchased or leased with CDBG funds. These reports must trace the CDBG funds award to a level of expenditure adequate to establish that such funds have not been used in violation of the restrictions and prohibitions of applicable law. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 5 of 16 (C) Final Evaluation Report. Subrecipient shall annually make available for inspection its performance, financial and all other records pertaining to performance of this Agreement to authorized City and HUD personnel, and allow said personnel to inspect and monitor its facilities and program operations, including the interview of Operation Agency staff and program participants as required by the City. The Subrecipient agrees to submit all data that is necessary to complete an annual performance report if requested by the City no later than July 15, 2026. (D) Any such other reports as the City shall require. 3.2.13 Program Income: Subrecipient shall comply with the program income requirements set for in 24 CFR 570.504(c). At the end of the Agreement expiration/termination, Subrecipient shall remit all and any program income balances (including investments thereof) held by Subrecipient (except those needed for immediate cash needs, cash balances or a revolving loan fund, cash balances from a lump sum drawdown, or cash or investments held for section 108 security needs) as required §570.503 (b)(8). 3.2.14 Reversion of Assets: Upon the expiration of the Agreement, Subrecipient shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds, including any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG funds (including CDBG funds provided to the Subrecipient in the form of a loan) in excess of $25,000 is either: (i) Used to meet one of the national objectives in 24 CFR 570.208 until five years after expiration of the Agreement, or for such longer period of time as determined to appropriate by City; or (ii) Not used in accordance with paragraph (b)(7)(i) of 24 CFR 570.503, in which event the Subrecipient shall pay to the City an amount equal to the current market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for the acquisition of, or improvement to, the property. The payment is program income to the City (No payment is required after period of time specified in §570.503(b)(7)(i)). 3.2.15 Uniform Administrative Requirements: Subrecipient shall comply with applicable uniform administrative requirements as described in 24 CFR 84 as modified by 24 CFR 570.502(b), OMB Circular A-122 Cost Principals for Non -Profit Organizations, and OMB Circular A- 133 Audits of States, Local Governments and Non -Profit Organizations. 3.2.16 Compliance with Applicable Laws: Subrecipient agrees to comply fully with all applicable federal, State and local laws, ordinances, regulations, and permits, including but not limited to federal CDBG financial and contractual procedures, and OMB Circular A-110 with Attachments A, B, C, F, H, N, and 0, as set forth in 24 CFR 570.502(b). Said federal documents are on file at the City, and are incorporated herein by reference. Subrecipient shall secure any new permits required by authorities herein with jurisdiction over the project, and shall maintain all presently required permits. Subrecipient shall ensure that the requirements of the California Environmental Quality Act are met for any permits or other entitlements required to carry out the terms of this Agreement. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 6 of 16 3.2.17 Political Activities: Subrecipient is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities as defined in 24 CFR 570.207(a)(3), lobbying, political patronage, and nepotism activities. 3.2.18 Affirmative Action Policy. 3.2.18.1 Provisions of Program Services. (A) Subrecipient shall not on the ground of race, color, national origin or sex, 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) Subrecipient shall not under any program or activity funded in whole or in part with CDBG funds, on the ground of race, color, national origin, or sex: 1. Deny any facilities, services, financial aid or other benefits provided by the program or activity. 2. Provide any facilities, services, financial aid or other benefits which are different or are provided in a different form from that provided to other under the program or activity. 3. Subject to segregated or separate treatment in any facility in, or in any matter or process related to receipt of any service or benefit under the program or activity. 4. 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. 5. Treat an individual differently from another 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 benefit provided under the program or activity. Deny an opportunity to participate in a program or activity as an employee. (C) Subrecipient may not utilize criteria or methods of administration which have the effective of subjecting individuals to discrimination on the basis of race, color, national origin, or sex, 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, color, national origin, or sex. (D) Subrecipient, 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 from the benefits of, or subjecting them to discrimination on the ground 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 amendment thereto. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 7 of 16 (E) In administrating a program or activity funded in whole or in part with CDBG funds regarding which the Subrecipient has previously discriminated against persons on the grounds of race, color, national origin or sex, the Subrecipient must take affirmative action to overcome the effects or prior discrimination. Even in the absence of such prior discrimination, Subrecipient in administrating a program or activity funded in whole or in part with CDBG funds should take affirmative action to overcome the effects of conditions that would otherwise result in limiting participation by persons of a particular race, color, national origin or sex. Where previous discriminatory or usage tends on the ground of race, color national origin or sex 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, Subrecipient has an obligation to take reasonable action to remove or overcome the consequences or the prior discriminatory practice or usage, and to accomplish the purpose of the Civil Rights Act of 1964. Subrecipient shall not be prohibited by this part from taking any eligible action to ameliorate an imbalance in service or facilities provided to any geographic area of specific group of persons within its jurisdiction where the purpose of such action is to overcome prior discriminatory practice or usage. (F) Notwithstanding anything to the contrary in Section 3.2.18.1 (A) - (E) nothing contained herein shall be construed to prohibit any Subrecipient from maintaining or construction separate living facilities or rest room facilities for different sexes. Furthermore, selectivity on the basis of sex is not prohibited when institutional or custodial services can properly be performed by a member of the same sex as the recipients of the services. 3.2.18.2 Employment Discrimination (A) Subrecipient shall not discriminate against any employee or application for employment because of race, color, religion, sex, national origin, age, familial status or handicap. Subrecipient shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, national origin, age, familial status 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. Subrecipient agrees to post in a conspicuous place available to employees and applicants for employment, notices setting forth the provisions of this non-discrimination clause. (B) Subrecipient shall, in all solicitations or advertisements for employees placed by or on behalf of Subrecipient, sate that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, age, familial status or handicap. (C) Subrecipient 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 City's contracting officers advising the labor union or workers' representative of Contractor's commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies of the notices in a conspicuous place available to employees and applicants for employment. (D) Subrecipient 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 Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 8 of 16 Labor. (E) Subrecipient shall furnish to the city all information and reports required by Executive Order 11246 of September 24, 1965. And by the related rules, regulations, and orders. (F) In the event of Subrecipient's failure to comply with any rules, regulations, or order required to be complied with pursuant to this Agreement, City may cancel, terminate, or suspend in whole or in part its performance and Subrecipient 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) Subrecipient shall include the provisions of Section 3.2.18.2(A) - (F) in every sub -contract 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 sub -contractor rider as the City may direct as a means of enforcing such provisions including sanctions for non-compliance. Provided, however, that in the event Subrecipient becomes involved in, or is threatened with, litigation with a sub -contractor or vendor as a result of such direction by the City, Subrecipient may request the Unites States to enter into such litigation to protect the interest of the United States. (H) Subrecipient shall not discriminate on the basis of age in violation of any provision of the Age Discrimination Action 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). (1) Subrecipient 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.) and with the requirements of the Americans with Disabilities Act (ADA). 3.2.18.3 Remedies: In the event of Subrecipient's failure to comply with any rules, regulations, or orders required to be complied with pursuant to the Agreement, city may cancel, terminate, or suspend in whole or in part its performance and Subrecipient may be declared ineligible for further government contracts and any such other sanctions as may be imposed and remedies invoked as provided by law. 3.2.19 Ineligibility of Subrecipient: Subrecipient shall not use CDBG funds directly or indirectly in its operations or to comply, award contracts to, or otherwise engage the services of, or fund any contractor during any period of debarment, suspension, or placement in ineligibility status of any contractor under the provisions of 24 CFR Part 24. 3.2.20Assignability: Subrecipient shall not assign or transfer any interest in this Agreement, whether by assignment, delegation or novation, without the prior written consent of the City; provided, however, that claims for money are to become due to Subrecipient from City under this Agreement may be assigned to a bank, trust company or other financial institution, or to a Catalog of Federal Domestic Assistance (CFDA) Number. 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 9 of 16 trustee in bankruptcy, without such approval. Any assignment, delegation or novation other that as provided above shall be void, and inoperative. Notice of any proper assignment or transfer shall be promptly furnished to City. 3.2.21 Conditions for Religious Organization: Subrecipient shall comply with all applicable conditions prescribed by HUD under 24 CFR 570.2000) and 24 CFR 5.109 for the use of CDBG funds by religious organization if Subrecipient is a religious organization. 3.2.22 Licensing: Subrecipient agrees to obtain and maintain all licenses, registrations, accreditation, and inspections from all agencies governing its operations. Subrecipient shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation, and inspections from all agencies governing contractors funded hereunder. 3.2.23 Conflict of interest 8r Procurement Standards and Methods: In the procurement of supplies, equipment, construction, and services by contract, the conflict of interest provisions in Attachment O of OMB Circular A-110, and provisions of 24 CFR 84.82; 24 CFR 570.502 and 570.611 shall apply. 3.2.24Other Program Requirements: Subrecipient shall carry out contract activities in compliance with all Federal laws and regulations described in Subpart K of 24 CFR 570, except the following: (i) Subrecipient does not assume the City's environmental responsibilities; and (ii) Subrecipient does not assume City's responsibility for initiating the review process under the provision of 24 CFR Part 52. 3.3 Fees and Payments. 3.3.1 Compensation: Subrecipient shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement and shall not exceed $6,500.00 Extra Work may be authorized in writing, as described below, and will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation: Subrecipient shall submit to City a quarterly itemized statement which indicates work completed and Services rendered by Subrecipient. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses: Subrecipient shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work: At anytime during the term of this Agreement, City may request that Subrecipient perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 10 of 16 did not reasonably anticipate would be necessary at the execution of this Agreement. Subrecipient shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages: Subrecipient is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Subrecipient agrees to fully comply with such Prevailing Wage Laws. City shall provide Subrecipient with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Subrecipient shall make copies of the prevailing rates of per diem wages for each craft; classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Subrecipient's principal place of business and at the project site. Subrecipient shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection: Subrecipient shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Subrecipient shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Subrecipient shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination: City may, by written notice to Subrecipient, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Subrecipient of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Subrecipient shall be compensated only for those services which have been adequately rendered to City, and Subrecipient shall be entitled to no further compensation. Subrecipient may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination: If this Agreement is terminated as provided herein, City may require Subrecipient to provide all finished or unfinished Documents/ Data and other information of any kind prepared by Subrecipient in connection with the performance of Services under this Agreement. Subrecipient shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services: In the event this Agreement is terminated in Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 11 of 16 whole or in part as provided herein, City may procure, upon such terms and in such manner as ii may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices: All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: SUBRECIPIENT: Heart of Compassion 3605 Long Beach Blvd., Suite 302 Long Beach, CA 90807 Attn: Melissa Garcia, Admin Tel: (323) 727-7997 CITY: City of Rosemead 8838 E. Valley Boulevard Rosemead, CA 91770 Attn: Ben Kim, City Manager Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first-class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Compliance with Federal and State Law and Certification and Assurances: Subrecipient stipulates that it understands that the funds for this Contract are originally provided by the Federal Government and that consequently, the expenditure of these funds is subject to specific requirements set forth in various Federal regulations and agreements between the City and U.S. Department of Housing and Urban Development. In particular, this Agreement is subject to requirements contained in 24 CFR Part 570 and Title I of the Housing and Community Development Act of 1974 and its amendments. SUBRECIPIENT and City agree to cooperate to the fullest extent possible to ensure compliance with all Federal requirements. Subrecipient further warrants that it will comply with the following requirements: of 1968. (A) Compliance with Section 3 of the Housing and Urban Development Act (B) Requirements relating to equal employment opportunities. (C) Requirements relating to the maintenance of a drug-free workplace. (D) Compliance with Federal Labor Standards. (E) Requirements forbidding interests of certain Federal officials Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 12 of 16 (F) Compliance with the Clean Air Act, as amended, 42 USC 1857 et seq.,the Federal Water Pollution Control Act, as amended, 33 USC 1251 et.seq., and EPA regulations in 40 CFR Part 40, as amended. (G) Requirements forbidding interests in the Agreement by City and local government officials. (H) Compliance with program income and property management standards as defined in Federal Office of Management and Budget Circular A-102. (1) Program Income - Transfers of grant funds by the City to the Subrecipient shall be adjusted according to the principles described in 24 CFR 507.504 (b)(2)(i). Any program income on hand when this agreement expires, or received after this Agreement's expiration, shall be paid to the City as required by Section 3.2.13 of this Agreement and 24 CFR 507.503(b)(8). (J) Compliance with applicable uniform administrative requirements as described in 24 CFR Part 570.502(b). (K) Compliance with all Federal laws and regulations described in 24 CFR Part 570 at Subpart K of these regulations except that: 1. The Subrecipient does not assume the City's environmental responsibilities described at Section 570.604 of 24 CFR Part 570 2. The Subrecipient does not assume the City responsibility for initiating the review process under the provisions of 24 CFR Part 52. (L) Upon expiration of this Agreement the Subrecipient shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. Any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG funds in excess of $25,000 must be either: (1) used to meet one of the National Objectives in Section 570.208 of 24 CFR Part 570 until five (5) years after the expiration of this agreement; or (2) disposed of in a manner that results in the City being reimbursed in the amount of the current fair market value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. (M) Other Federal Acts applicable to projects funded with CDBG funds. 3.5.4 Ownership of Materials and Confidentiality. 3.5.4.1 Documents & Data; Licensing of Intellectual Property: This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Subrecipient under this Agreement ("Documents & Data"). Subrecipient shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 13 of 16 license for any Documents & Data the subcontractor prepares under this Agreement. Subrecipient represents and warrants that Subrecipient has the legal right to license any and all Documents & Data. Subrecipient makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Subrecipient or provided to Subrecipient by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.4.2 Confidentiality: All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Subrecipient in connection with the performance of this Agreement shall be held confidential by Subrecipient. Such materials shall not, without the prior written consent of City, be used by Subrecipient for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Subrecipient which is otherwise known to Subrecipient or is generally known, or has become known, to the related industry shall be deemed confidential. Subrecipient shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.5 Cooperation; Further Acts: The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.6 Attorney's Fees: If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all costs of such action. 3.5.7 Indemnification: To the fullest extent permitted bylaw, Subrecipient shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions or willful misconduct of Subrecipient, its officials, officers, employees, agents, subrecipients, and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. Subrecipient shall defend, at Subrecipient's own cost, expense, and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Subrecipient shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceedings. Subrecipient shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Subrecipient's obligation to indemnify Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 14 of 16 shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents or volunteers. 3.5.8 Entire Agreement: This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.9 Governing Law: This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.10 Time of Essence: Time is of the essence for each and every provision of this Agreement. 3.5.11 City's Right to Employ Other Subrecipients: City reserves right to employ other subrecipients in connection with this Project. 3.5.12 Successors and Assigns: This Agreement shall be binding on the successors and assigns of the parties. 3.5.13 Assignment or Transfer: Subrecipient shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.14 Construction; References; Captions: Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not workdays. All references to Subrecipient include all personnel, employees, agents, and subcontractors of Subrecipient, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.15 Amendment; Modification: No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.16 Waiver: No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.17 No Third -Party Beneficiaries: There are no intended third -party beneficiaries of any right or obligation assumed by the Parties. 3.5.18 Invalidity; Severability: If any portion of this Agreement is declared Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 15 of 16 invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.19 Prohibited Interests: Subrecipient maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Subrecipient, to solicit or secure this Agreement. Further, Subrecipient warrants that ii has not paid nor has ii agreed to pay any company or person, other than a bona fide employee working solely for Subrecipient, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Subrecipient further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.20 Equal Opportunity Employment: Subrecipient represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Subrecipient shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.21 Labor Certification: By its signature hereunder, Subrecipient certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self- insurance in accordance with the provisions of that Code and agrees to comply with such provisions before commencing the performance of the Services. 3.5.22 Authority to Enter Agreement: Subrecipient has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.23 Counterparts: This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required: Subrecipient shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. [Signatures on next page] Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Tide: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 16 of 16 CITY OF ROSEMEAD SUBRECIPIENT Jw4- gy;_� 6/13/25 ateBen Kimnager Date Name: Eric Tietze Attest: Title: President :-Ericka Het?tafKfQz,a;ity Clerk a� [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED]�� //JJ Approved as to Form: By: 2izzaleac Name: Melissa Garcia Rachel Richman, City Attorney Date Title: Board Secretary 4610tppNSS)O'wkill OyO0 FST 200�.(' Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / EnUflement Grants 10:/:11:111 r_1 PROPOSAL FOR SERVICES/ RATE SCHEDULE/RESUME Project Nam Heart of Compassion Target Area Citywide Goals Supported Public Service and Support Community Service Needs Addressed Homeless Prevention and Public Service Funding CDBG: $6,500.00 Description Founded in 2003, Heart of Compassion (HOC) Distribution is a food bank and social service organization. HOC works to alleviate hunger, food insecurities, and the suffering of those who have fallen into hard times. Their Fighting Hunger Feeding Hope program is a twice -weekly public food distribution where they provide groceries to 400 families who are in need. Target Date 6/30/2026 Estimate the number and type of families that will benefit from the proposed activities 70 Persons Location Description Citywide Planned Activities Provide homeless, at -risk, and LMI residents with food biweekly. A-1 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Subrecipient will maintain insurance in conformance with the requirements set forth below. Subrecipient will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Subrecipient agrees to amend, supplement or endorse the existing coverage to do so. Subrecipient acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Subrecipient shall provide the following types and amounts of insurance: Commercial General Liability Insurance: Subrecipient shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. Automobile liability insurance: Subrecipient shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Subrecipient arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than 1,000,000 combined single limit for each accident. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Subrecipients, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $1 Million per occurrence. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Subrecipient and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Best rating of A- or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Subrecipient. Subrecipient and City agree to the following with respect to insurance provided by Subrecipient: 1. Subrecipient agrees to have its insurer endorse the third parry general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010. Subrecipient also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Subrecipient, or Subrecipient's employees, or agents, from waiving the right of subrogation prior to a loss. Subrecipient agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so- called "third party action over' claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Subrecipient shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Subrecipient's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Subrecipient or deducted from sums due Subrecipient, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Subrecipient agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of B-2 cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Subrecipient or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Subrecipient agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Subrecipient, provide the same minimum insurance coverage required of Subrecipient. Subrecipient agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Subrecipient agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Subrecipient agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Subrecipient's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Subrecipient, which may include reduction or elimination of the deductible or self- insured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Subrecipient ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Subrecipient, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Subrecipient acknowledges and agrees that any actual or alleged failure on the part of City to inform Subrecipient of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Subrecipient will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Subrecipient shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Subrecipient's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. B-3 17. The provisions of any workers' compensation or similar act will not limit the obligations of Subrecipient under this agreement. Subrecipient expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Subrecipient agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Subrecipient for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Subrecipient agrees to provide immediate notice to City of any claim or loss against Subrecipient arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. M, AC RO v® CERTIFICATE OF LIABILITY INSURANCE DATE 06/119/29/202255 1 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the Certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. H SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain pollcles may require an endorsement. A statement on this Certificate does not confer rights to the Certificate holder In lieu of such endorsement(s). PRODUCER 323 230-5566 323230-5033 RIVERA INSURANCE AGENCY 633 S. BRE ABLVD. STE 100 BREA, CA 92821 ICMMT"`T JENNIFER RIVERA FAX, , 323 230-5566 Ne: 323 230-5033 AD�`SS: PRODUCER INSURER(S) AFFORDING COVERAGE NAIC 0 INSURED HEART OF COMPASSION DISTRIBUTION 600 S. MAPLE AVE. MONTEBELLO, CA 90640 INSURERA: United States Liability Insurance INSURERS: United Financial Casualty Co. INSURERC: INSURER D: INSURER E, INSURER F: rnvooeGES rFRTIFIreTF MIIMRFR: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTp TYPE OF INSURANCE AODL Rosemead, CA 91770 POLICY NUMBER MMT YEFF Y LICYEXP LIMITS A GENERAL LIABILITY ✓ COMMERCIALGENERAL LI ABILITY ✓ ✓ EACH OCCURRENCE s2000,000 DAMAGEO HEATED PREMISES Es eccunence $1,000,000 MED EXP (An one person) s5.000 CLAIMS -MADE ❑✓ OCCUR PERSONAL &ADV INJURY $1,000-000 NPP1633066A 06/13/2025 06/13/2026 GENERAL AGGREGATE $ GEN -L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMPIOP AGO S INCLUDED HNOA $ INLCLUDED ✓ POLICY PPRO- LOC AUTOMOBILE LIABILITY ✓ ✓ COMBINED SINGLE LIMIT E1,000,OOO (Eeeccidem) B ✓ ANY AUTO ALL OWNED AUTOS 965738118 02/22/2025 06/22/2025 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ ✓ SCHEDULEDAUTOS HIRED AUTOS PROPERTY DAMAGE (Per accident) $ $ NON -OWNED AUTOS E UMBRELLA LULB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAR CLAIMS -MADE DEDUCTIBLE $ $ RETENTION WORKERS COMPENSATION WCSTATIUIM TSOTH- aR AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNEWEXECUTIVE Y1 E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYE $ OFFICEWMEMBER EXCLUDED? (MandnWry In NH) NIA E.L. DISEASE -PoLICY LIMIT $ ifdescribe under DESCRIPTION OF OPERATIONS belay A Pro essional E Liability ✓ ✓ NPP1633066A 06/13/2025 06/13/2026 1,000,000 each claim/2,000,000 agg A Abuse And Molestation ✓ ✓ i NPP1633066A 06/13/2025 06/13/2026 1,000,000 each claim/2,000,000 agg DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ANeeh ACORD 101, Additional Remarks Schedule, "mom specs Is nquired) City of Rosemead and it's City, its officials, employees and agents, are listed as Additional Insured. Blanket Additional Insured form is attached L744 NPP (06-10). CERTIFICATE HOLDER X 30 DAY CANCELLATION ©1988.2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009/09) The ACORD name and logo are registerep marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Rosemead THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 8838 E. Valley Blvd. AUTHORRED REPRESENTATIVE Rosemead, CA 91770 ©1988.2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009/09) The ACORD name and logo are registerep marks of ACORD UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM BLANKET ADDITIONAL INSURED ENDORSEMENT Section II — Who Is An Insured is amended to include as an insured any person, entity or organization that is: 1. A franchisor under a franchise agreement with the Named Insured as franchisee relating to "your work"; or 2. A licensor under a license agreement with the Named Insured as licensee relating to "your work"; or 3. A co-owner with the Named Insured in premises used for "your work"; or 4. A majority owner with a controlling interest in the Named Insured but only with respect to liability arising out of such owner's (i) financial or operational control of the Named Insured; or (ii) ownership, maintenance or use of premises leased or occupied by the Named Insured for purposes of "your work"; or 5. A mortgagee, assignee or receiver of the Named Insured relating to "your work'; or 6. A lessor, or an agent of a lessor, under a lease agreement with the Named Insured as lessee relating to "your work"; or 7. A grantor of a permit to the Named Insured as permitee relating to "your work". However, if the grantor of a permit is a federal, state or local government or political subdivision, there is coverage under this endorsement only for liability arising from: a. The existence, maintenance, repair, construction, erection or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures; or b. The construction, erection or removal of elevators; or c. The ownership, maintenance or use of any elevators covered by this insurance; or 8. A lessor of equipment leased to the Named Insured relating to "your work'; or 9. A contributor, benefactor, or supporter who provides financial assistance to the Named Insured in connection with "your work"; but only to the extent the Named Insured is required to add such person, entity or organization as an additional insured to this policy under a written contract, written permit or written agreement relating to "your work". Such person, entity or organization is an insured only with respect to liability for "bodily injury', "property damage" or "personal and advertising injury" that is caused, in whole or in part by your acts or omissions or the acts or omissions of those acting on your behalf in connection with "your work" while such written contract, written permit or written agreement is in effect. L 744 NPP (06-10) Pagel of 2 EXCLUSIONS There is no coverage under this endorsement for loss or expense, including but not limited to the cost of defense for "bodily injury", "property damage" or "personal and advertising injury": 1. That occurs after all of "your work", including materials, parts or equipment furnished in connection with "your work" and performed under a written contract, written permit or written agreement has ended; or When that portion of "your work" out of which the "bodily injury", "property damage" or "personal and advertising injury" arises and performed under a written. contract, written permit or written agreement has been put to its intended use by any person(s) or organization(s); whichever occurs first. 2. Arising directly or indirectly from construction or demolition operations of any kind performed by you. 3. Caused or alleged to be caused by the sole negligence of an additional insured under this endorsement. 4. Arising out of "your work" performed for a federal, state or local government or political subdivision under a written permit. 5. Included within the "products -completed operations hazard". CONDITIONS Coverage provided by this endorsement will be excess over any insurance available to any additional insured under this endorsement unless a written contract, written permit or written agreement specifically requires that coverage under this endorsement is primary. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. L 744 NPP (06-10) Page 2 of PUBLIC SERVICES AGREEMENT FOOD AND NUTRITION PROGRAM (HEART OF COMPASSION) PARTIES AND DATE. This Agreement is made and entered into this 1ST day of July 2024 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Heart Of Compassion with its principal place of business at 600 S. Maple Ave., Montebello, CA 90807 ("Subrecipient"). City and Subrecipient are sometimes individually referred to herein as 'Party" and collectively as "Parties." 2. RECITALS. 2.1 Funding. City is the recipient of funds from the United States Department of Housing and Urban Development (hereinafter "HUD") pursuant to Title I of the Housing and Community Development Act of 974 (41 U.S.C. 5301-5320) as amended (hereinafter "ACT'). The City has approved the provision of federal funds under the ACT to be used to fund a Food and Nutrition Program in the amount of $18,000.00 for the FY 2024-2025. Subrecipient is to perform all services set forth in the Schedule of Services, attached hereto as Exhibit A and incorporated herein by reference. 2.2 Subrecipient. Subrecipient desires to perform and assume responsibility for the provision of certain public services required by the City on the terms and conditions set forth in this Agreement. Subrecipient represents that it is experienced in providing a Food and Nutrition Program to public clients, is licensed in the State of California and is familiar with the plans of City. 2.3 Project. City desires to engage Subrecipient to render Food and Nutrition activities ("Services") as set forth in this Agreement. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entltlement Grants Heart of Compassion Page 2 of 18 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services: Subrecipient promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the Food and Nutrition Program necessary for the City, herein referred to a "Services". The Services are more particularly described in Exhibit A attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 National Objectives: All activities funded with CDBG funds must meet one of the CDBG program's National Objectives: benefit low- and moderate -income persons; aid in the prevention 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 activities carried out under this Agreement will meet one or more of the cited National Objections. 3.1.3 Term: The term of this Agreement shall be for a one-year time period from July 1, 2024, to June 30. 2025, at the sole and absolute discretion of the City, unless earlier terminated as provided herein. Subrecipient shall complete the Services within the term of the Agreement and shall meet any other established schedules and deadlines. 3.1.4 Suspension and Termination: According to 24 CFR 85.43 suspension or termination may occur if the Subrecipient materially fails to comply with any term of this Agreement. This Agreement may also be terminated for the City's convenience, consistent with 24 CFR 85.44. 3.2 Responsibilities of Subrecipient. 3.2.1 Control and Payment of Subordinates: Independent Contractor. The Services shall be performed by Subrecipient or under its supervision. Subrecipient will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. City retains Subrecipient on an independent contractor basis and not as an employee. Subrecipient retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Subrecipient shall also not be employees of City and shall at all times be under Subrecipient's exclusive direction and control. Subrecipient shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Subrecipient shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) /Entitlement Grants Heart of Compassion Page 3 of 18 3.2.2 Schedule of Services: Subrecipient shall perform the Services expeditiously, within the term of this Agreement. Subrecipient represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Subrecipient's conformance with the Schedule, City shall respond to Subrecipient's submittals in a timely manner. Upon request of City, Subrecipient shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements: All work prepared by Subrecipient shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel: Subrecipient has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Subrecipient may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Subrecipient cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Subrecipient at the request of the City. The key personnel for performance of this Agreement is as follows: Melissa Lomenzo, Admin. 3.2.5 City's Representative: The City hereby designates the City Manager, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Subrecipient shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Subrecipient's Representative: Subrecipient will designate to act as its representative for the performance of this Agreement ("Subrecipient's Representative"). Subrecipient's Representative shall have full authority to represent and act on behalf of the Subrecipient for all purposes under this Agreement. The Subrecipient's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services: Subrecipient agrees to work closely with City staff in the performance of Services and shall be available to City's staff, subrecipients and other staff at all reasonable times. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 4 of 18 3.2.8 Standard of Care; Performance of Employees: Subrecipient shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Subrecipient represents and maintains that it is skilled in the professional calling necessary to perform the Services. Subrecipient warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Subrecipient represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Subrecipient shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Subrecipient's failure to comply with the standard of care provided for herein. 3.2.9 Laws and Regulations: Subrecipient shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Subrecipient shall be liable for all violations of such laws and regulations in connection with Services. If the Subrecipient performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Subrecipient shall be solely responsible for all costs arising therefrom. Subrecipient shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance: Subrecipient shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety: Subrecipient shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Subrecipient shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.12 Retention of Records and Reports: Subrecipient shall maintain the following records and reports to assist the City in maintaining its record keeping requirements: Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 5 of 18 3.2.12.1 Records. (A) Documentation of the income level of person and/or families participating in or benefiting by the Contractor's program. (B) Documentation of all CDBG funds received by City. (C) Documentation of expenses as identified in the bid. Subrecipient must establish and maintain, on a current basis, and adequate accounting system in accordance with generally accepted accounting principles and standards and OMB Circular A-122. All expenditures must be documented by receipts, invoices, canceled checks, inventory records, or other appropriate documents for non -personnel cost, and time records for personnel costs, which completely discloses the amount and nature of the expenditures. (D) Any such other related records as City shall require. 3.2.12.2 Reports. (A) Payment Request. (B) Quarterly Performance Report. Subrecipient shall submit to the City every three (3) months, quarterly reports, which shall be a statement describing the steps and approaches taken to meet the specified goals. This report shall include a project activity statement and shall include any program income, any joint funding, and nonexpendable and expendable personal property purchased or leased with CDBG funds. These reports must trace the CDBG funds award to a level of expenditure adequate to establish that such funds have not been used in violation of the restrictions and prohibitions of applicable law. (C) Final Evaluation Report. Subrecipient shall annually make available for inspection its performance, financial and all other records pertaining to performance of this Agreement to authorized City and HUD personnel, and allow said personnel to inspect and monitor its facilities and program operations, including the interview of Operation Agency staff and program participants as required by the City. The Subrecipient agrees to submit all data that are necessary to complete the Annual Performance Report in accordance with HUD requirements and no later than July 15, 2025. (D) Any such other reports as the City shall require. 3.2.13 Program Income: Subrecipient shall comply with the program income requirements set for in 24 CFR 570.504(c). At the end of the Agreement expiration/termination, Subrecipient shall remit all and any program income balances (including investments thereof) held by Subrecipient (except those needed for immediate cash needs, cash balances or a revolving loan fund, cash balances from a lump sum drawdown, or cash or investments held for section 108 security needs) as required §570.503 (b)(8). Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 6 of 18 3.2.14 Reversion of Assets: Upon the expiration of the Agreement, Subrecipient shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds, including any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG funds (including CDBG funds provided to the Subrecipient in the form of a loan) in excess of $25,000 is either: (i) Used to meet one of the national objectives in 24 CFR 570.208 until five years after expiration of the Agreement, or for such longer period of time as determined to appropriate by City; or (ii) Not used in accordance with paragraph (b)(7)(i) of 24 CFR 570.503, in which event the Subrecipient shall pay to the City an amount equal to the current market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for the acquisition of, or improvement to, the property. The payment is program income to the City (No payment is required after period of time specified in §570.503(b)(7)(i)). 3.2.15 Uniform Administrative Requirements: Subrecipient shall comply with applicable uniform administrative requirements as described in 24 CFR 84 as modified by 24 CFR 570.502(b), OMB Circular A-122 Cost Principals for Non -Profit Organizations, and OMB Circular A-133 Audits of States, Local Governments and Non - Profit Organizations. 3.2.16 Compliance with Applicable Laws: Subrecipient agrees to comply fully with all applicable federal, State and local laws, ordinances, regulations, and permits, including but not limited to federal CDBG financial and contractual procedures, and OMB Circular A-110 with Attachments A, B, C, F, H, N, and 0, as set forth in 24 CFR 570.502(b). Said federal documents are on file at the City, and are incorporated herein by reference. Subrecipient shall secure any new permits required by authorities herein with jurisdiction over the project, and shall maintain all presently required permits. Subrecipient shall ensure that the requirements of the California Environmental Quality Act are met for any permits or other entitlements required to carry out the terms of this Agreement. 3.2.17 Political Activities: Subrecipient is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities as defined in 24 CFR 570.207(a)(3), lobbying, political patronage, and nepotism activities. 3.2.18 Affirmative Action Policy. 3.2.18.1 Provisions of Program Services. (A) Subrecipient shall not on the ground of race, color, national origin or sex, exclude any person from participation in, deny any person the benefits of, or subject any person to discrimination under any program or activity funded Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 7 of 18 in whole or in part with CDBG funds. (B) Subrecipient shall not under any program or activity funded in whole or in part with CDBG funds, on the ground of race, color, national origin, or sex: 1. Deny any facilities, services, financial aid or other benefits provided by the program or activity. 2. Provide any facilities, services, financial aid or other benefits which are different or are provided in a different form from that provided to other under the program or activity. 3. Subject to segregated or separate treatment in any facility in, or in any matter or process related to receipt of any service or benefit under the program or activity. 4. Restrict in anyway 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. 5. Treat an individual differently from another 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 benefit provided under the program or activity. 6. Deny an opportunity to participate in a program or activity as an employee (C) Subrecipient may not utilize criteria or methods of administration which have the effective of subjecting individuals to discrimination on the basis of race, color, national origin, or sex, 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, color, national origin, or sex. (D) Subrecipient, 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 from the benefits of, or subjecting them to discrimination on the ground 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 amendment thereto. (E) In administrating a program or activity funded in whole or in part with CDBG funds regarding which the Subrecipient has previously discriminated against persons on the grounds of race, color, national origin or sex, the Subrecipient must take affirmative action to overcome the effects or prior discrimination. Even in the absence of such prior discrimination, Subrecipient in administrating a program or activity funded in whole or in part with CDBG funds should take affirmative action to overcome the effects of conditions that would otherwise result in limiting participation by persons of a particular Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 8 of 18 race, color, national origin or sex. Where previous discriminatory or usage tends on the ground of race, color national origin or sex 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, Subrecipient has an obligation to take reasonable action to remove or overcome the consequences or the prior discriminatory practice or usage, and to accomplish the purpose of the Civil Rights Act of 1964. Subrecipient shall not be prohibited by this part from taking any eligible action to ameliorate an imbalance in service or facilities provided to any geographic area of specific group of persons within its jurisdiction where the purpose of such action is to overcome prior discriminatory practice or usage. (F) Notwithstanding anything to the contrary in Section 3.2.18.1 (A) -(E) nothing contained herein shall be construed to prohibit any Subrecipient from maintaining or construction separate living facilities or rest room facilities for different sexes. Furthermore, selectivity on the basis of sex is not prohibited when institutional or custodial services can properly be performed by a member of the same sex as the recipients of the services. 3.2.18.2 Employment Discrimination (A) Subrecipient shall not discriminate against any employee or application for employment because of race, color, religion, sex, national origin, age, familial status or handicap. Subrecipient shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, national origin, age, familial status 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. Subrecipient agrees to post in a conspicuous place available to employees and applicants for employment, notices setting forth the provisions of this non-discrimination clause. (B) Subrecipient shall, in all solicitations or advertisements for employees placed by or on behalf of Subrecipient, sate that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, age, familial status or handicap. (C) Subrecipient 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 City's contracting officers advising the labor union or workers' representative of Contractor's commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies of the notices in a conspicuous place available to employees and applicants for employment. (D) Subrecipient 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. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 9 of 18 (E) Subrecipient shall furnish to the city all information and reports required by Executive Order 11246 of September 24, 1965. And by the related rules, regulations, and orders. (F) In the event of Subrecipient's failure to comply with any rules, regulations, or order required to be complied with pursuant to this Agreement, City may cancel, terminate, or suspend in whole or in part its performance and Subrecipient 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) Subrecipient shall include the provisions of Section 3.2.18.2(A) -(F) in every sub -contract 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 sub -contractor rider as the City may direct as a means of enforcing such provisions including sanctions for non-compliance. Provided, however, that in the event Subrecipient becomes involved in, or is threatened with, litigation with a sub -contractor or vendor as a result of such direction by the City, Subrecipient may request the Unites States to enter into such litigation to protect the interest of the United States. (H) Subrecipient shall not discriminate on the basis of age in violation of any provision of the Age Discrimination Action 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). (1) Subrecipient 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.) and with the requirements of the Americans with Disabilities Act (ADA). 3.2.18.3 Remedies: In the event of Subrecipient's failure to comply with any rules, regulations, or orders required to be complied with pursuant to the Agreement, city may cancel, terminate, or suspend in whole or in part its performance and Subrecipient may be declared ineligible for further government contracts and any such other sanctions as may be imposed and remedies invoked as provided by law. 3.2.19 Ineligibility of Subrecipient: Subrecipient shall not use CDBG funds directly or indirectly in its operations or to comply, award contracts to, or otherwise engage the services of, or fund any contractor during any period of debarment, suspension, or placement in ineligibility status of any contractor under the provisions of 24 CFR Part 24. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Pagel 0 of 18 3.2.20 Assignability: Subrecipient shall not assign or transfer any interest in this Agreement, whether by assignment, delegation or novation, without the prior written consent of the City; provided, however, that claims for money are to become due to Subrecipient from City under this Agreement may be assigned to a bank, trust company or other financial institution, or to a trustee in bankruptcy, without such approval. Any assignment, delegation or novation other that as provided above shall be void, and inoperative. Notice of any proper assignment or transfer shall be promptly furnished to City. 3.2.21 Conditions for Religious Organization: Subrecipient shall comply with all applicable conditions prescribed by HUD under 24 CFR 570.2000) and 24 CFR 5.109 for the use of CDBG funds by religious organization if Subrecipient is a religious organization. 3.2.22 Licensing: Subrecipient agrees to obtain and maintain all licenses, registrations, accreditation, and inspections from all agencies governing its operations. Subrecipient shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation, and inspections from all agencies governing contractors funded hereunder. 3.2.23 Conflict of interest & Procurement Standards and Methods: In the procurement of supplies, equipment, construction, and services by contract, the conflict of interest provisions in Attachment O of OMB Circular A-110, and provisions of 24 CFR 84.82; 24 CFR 570.502 and 570.611 shall apply. 3.2.24 Other Program Requirements: Subrecipient shall carry out contract activities in compliance with all Federal laws and regulations described in Subpart K of 24 CFR 570, except the following: (i) Subrecipient does not assume the City's environmental responsibilities; and (ii) Subrecipient does not assume City's responsibility for initiating the review process under the provision of 24 CFR Part 52. 3.3 Fees and Payments. 3.3.1 Compensation: Subrecipient shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement and shall not exceed $18,000.00. Extra Work may be authorized in writing, as described below, and will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation: Subrecipient shall submit to City a quarterly itemized statement which indicates work completed and Services rendered by Subrecipient. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 11 of 18 as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses: Subrecipient shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work: At any time during the term of this Agreement, City may request that Subrecipient perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Subrecipient shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages: Subrecipient is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Subrecipient agrees to fully comply with such Prevailing Wage Laws. City shall provide Subrecipient with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Subrecipient shall make copies of the prevailing rates of per diem wages for each craft; classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Subrecipient's principal place of business and at the project site. Subrecipient shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection: Subrecipient shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Subrecipient shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Subrecipient shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination: City may, by written notice to Subrecipient, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Subrecipient of such termination, and specifying the Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 12 of 18 effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Subrecipient shall be compensated only for those services which have been adequately rendered to City, and Subrecipient shall be entitled to no further compensation. Subrecipient may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination: If this Agreement is terminated as provided herein, City may require Subrecipient to provide all finished or unfinished Documents/ Data and other information of any kind prepared by Subrecipient in connection with the performance of Services under this Agreement. Subrecipient shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services: In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as ii may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices: All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: SUBRECIPIENT: Heart of Compassion 600 S. Maple Avenue Montebello, CA 90640 Attn: Melissa Lomenzo, Admin Tel: (323) 727-7997 CITY: City of Rosemead 8838 E. Valley Boulevard Rosemead, CA 91770 Attn: Ben Kim, City Manager Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first-class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Compliance with Federal and State Law and Certification and Assurances: Subrecipient stipulates that it understands that the funds for this Contract are originally provided by the Federal Government and that consequently, the expenditure of these funds is subject to specific requirements set forth in various Federal regulations and agreements between the City and U.S. Department of Housing and Urban Development. In particular, this Agreement is subject to requirements contained in 24 CFR Part 570 and Title I of the Housing and Community Development Act of 1974 and its amendments. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 13 of 18 SUBRECIPIENT and City agree to cooperate to the fullest extent possible to ensure compliance with all Federal requirements. Subrecipient further warrants that it will comply with the following requirements: (A) Compliance with Section 3 of the Housing and Urban Development Act of 1968. workplace. (B) Requirements relating to equal employment opportunities. (C) Requirements relating to the maintenance of a drug-free (D) Compliance with Federal Labor Standards. (E) Requirements forbidding interests of certain Federal officials (F) Compliance with the Clean Air Act, as amended, 42 USC 1857 et seq.,the Federal Water Pollution Control Act, as amended, 33 USC 1251 et.seq., and EPA regulations in 40 CFR Part 40, as amended. (G) Requirements forbidding interests in the Agreement by City and local government officials. (H) Compliance with program income and property management standards as defined in Federal Office of Management and Budget Circular A-102. (1) Program Income - Transfers of grant funds by the City to the Subrecipient shall be adjusted according to the principles described in 24 CFR 507.504 (b)(2)(i). Any program income on hand when this agreement expires, or received after this Agreement's expiration, shall be paid to the City as required by Section 3.2.13 of this Agreement and 24 CFR 507.503(b)(8). (J) Compliance with applicable uniform administrative requirements as described in 24 CFR Part 570.502(b). (K) Compliance with all Federal laws and regulations described in 24 CFR Part 570 at Subpart K of these regulations except that: 1. The Subrecipient does not assume the City's environmental responsibilities described at Section 570.604 of 24 CFR Part 570 2. The Subrecipient does not assume the City responsibility for initiating the review process under the provisions of 24 CFR Part 52. (L) Upon expiration of this Agreement the Subrecipient shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. Any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG funds in excess of $25,000 must be either: (1) used to meet one of the National Objectives in Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 14 of 18 Section 570.208 of 24 CFR Part 570 until five (5) years after the expiration of this agreement; or (2) disposed of in a manner that results in the City being reimbursed in the amount of the current fair market value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. CDBG funds. (M) Other Federal Acts applicable to projects funded with 3.5.4 Ownership of Materials and Confidentiality. 3.5.4.1 Documents & Data; Licensing of Intellectual Property: This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Subrecipient under this Agreement ("Documents & Data"). Subrecipient shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Subrecipient represents and warrants that Subrecipient has the legal right to license any and all Documents & Data. Subrecipient makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Subrecipient or provided to Subrecipient by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.4.2 Confidentiality: All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Subrecipient in connection with the performance of this Agreement shall be held confidential by Subrecipient. Such materials shall not, without the prior written consent of City, be used by Subrecipient for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Subrecipient which is otherwise known to Subrecipient or is generally known, or has become known, to the related industry shall be deemed confidential. Subrecipient shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.5 Cooperation; Further Acts: The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 15 of 18 3.5.6 Attorney's Fees: If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all costs of such action. 3.5.7 Indemnification: To the fullest extent permitted by law, Subrecipient shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions or willful misconduct of Subrecipient, its officials, officers, employees, agents, subrecipients, and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. Subrecipient shall defend, at Subrecipient's own cost, expense, and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Subrecipient shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceedings. Subrecipient shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Subrecipient's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents or volunteers. 3.5.8 Entire Agreement: This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.9 Governing Law: This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.10 Time of Essence: Time is of the essence for each and every provision of this Agreement. 3.5.11 City's Right to Employ Other Subrecipients: City reserves right to employ other subrecipients in connection with this Project. 3.5.12 Successors and Assigns: This Agreement shall be binding on the successors and assigns of the parties. Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 16 of 18 3.5.13 Assignment or Transfer: Subrecipient shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.14 Construction; References; Captions: Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not workdays. All references to Subrecipient include all personnel, employees, agents, and subcontractors of Subrecipient, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.15 Amendment; Modification: No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.16 Waiver: No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.17 No Third -Party Beneficiaries: There are no intended third -party beneficiaries of any right or obligation assumed by the Parties. 3.5.18 Invalidity; Severability: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.19 Prohibited Interests: Subrecipient maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Subrecipient, to solicit or secure this Agreement. Further, Subrecipient warrants that ii has not paid nor has ii agreed to pay any company or person, other than a bona fide employee working solely for Subrecipient, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Subrecipient further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants Heart of Compassion Page 17 of 18 any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.20 Equal Opportunity Employment: Subrecipient represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Subrecipient shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.21 Labor Certification: By its signature hereunder, Subrecipient certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code and agrees to comply with such provisions before commencing the performance of the Services. 3.5.22 Authority to Enter Agreement: Subrecipient has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.23 Counterparts: This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required: Subrecipient shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. [Signatures on next page] Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) /Entitlement Grants Heart of Compassion Page 18 of 18 CITY OF ROSEMEAD SUBRECIPIENT Eric Tiede By: = A T :1,014611 GDT) Ben Kimanager at , Attest: Er a He andez, City Clerk Approved as to Form: 1► Title: Date V / i ache) Richma mey Date Eric Tietze President Jun 21, 2024 Date [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] By: Maim Lomenzo(Jun 21, 202416:16 PDT) Name: Melissa Lomenzo Title: Board Secretary Catalog of Federal Domestic Assistance (CFDA) Number: 14.218 CFDA Title: Community Development Block Grant (CDBG) / Entitlement Grants EXHIBIT A PROPOSAL FOR SERVICES/ RATE SCHEDULE/RESUME Project Name Heart of Compassion Target Area Citywide Goals Supported Provide vital public services. Needs Addressed Homeless prevention and public services. Funding $18,000 Description Provide Rosemead homeless and at -risk of becoming homeless with food twice a week. Target Date 6/30/2025 Estimate the number and type of families that will benefit from the proposed activities 140 People Location Description Rosemead CA 91770 Planned Activities Provide Rosemead homeless and at -risk of becoming homeless with food twice a week. A-1 �_�"� �OSEIv�E'AD INayI NUP Iimm MwrYa CITY OF ROSEMEAD Application for CDBG Funds 2024-2025 Program Year All persons or agencies wishing to apply for 2024-2025 Community Development Block Grant (CDBG) funds must complete an application form in order to be considered. Applications will be accepted until 2:00 p.m. on Tuesday, February 20, 2024, via email at degarcia@cityofrosemead.org. Late applications will not be accepted. NO EXCEPTIONS. In addition, applications can be submitted to the City of Rosemead located at 8838 East Valley Boulevard, Rosemead, CA 91770. In order to be considered for funding, all sections of the application must be completed. Any sections that do not apply should be marked N/A on the form. AGENCY INFORMATION Department Agency Name Heart of Compassion Distribution Contact Person: Melissa Lomenzo Agency Status (Check Onej- Contact Title: ❑' Non -Profit ElFor-ProfitElPublic (City) Admin Agency Address 600 S. Maple Ave. Telephone No.: 323-727-7997 Address: Montebello, CA 90640 Facsimile No. 323-727-0170 City, State, Zap: Federal Tax ID No.: 42-1573926 E-mail Address: socialmedia@heartofcompassionca.org DUNS No.': 155849487 Name of Person Signing Contracts: Melissa Lomenzo AGENCY • • ...... Founded in 2003, Heart of Compassion (HOC) Distribution is a 501(c)(3) food bank and social service organization. HOC works to alleviate hunger, food insecurities, and the suffering of those who have fallen on hard times. Our Fighting Hunger Feeding Hope program is a twice -weekly public food distribution where we provide groceries to 400 families. ' Pursuant to the Federal Funding Accountability and Transparency Act of 2006 (FFATA), this is a requirement for all CDBG- assisted subrecipients, contracts and subcontracts. For more information on how to obtain a DUNS number if your organization does not already have one, visit htto%/f dgQ d h /webform/index isp Page 1 of 5 Project Title: Fighting Hunger - Feeding Hope Amount of CDBG Funds Being Requested: $180,000 Project Site Address: 600 S. Maple Ave. Address: Montebello, CA 90640 Have You Received City Funds Before (Check One): Yes No This Request is for a (Check One): ❑ New Project 0 Existing Project Performance Indicator: (select from dist) 04 - Households (General) Meeting National Objective: (select from dist) Benefits Low -and Moderate -Income Persons (Attach a"tional sheets if necessary): 1. Provide a detailed description of the proposed project. Explain how the project will benefit the community, the characteristics of the people who will benefit from the project and how CDBG funds will be used to implement the project: Heart of Compassion Distribution (HOC) provides services for the local community (children, families, veterans, seniors, unsheltered individuals, and anyone else in need) by providing food and other essential goods. Heart of Compassion provides direct assistance to low-income and moderate -income persons through the public distribution of fresh fruits, vegetables, and other essential items two times each week. Our goal for this program is to provide at least 15 Rosemead families with groceries for every week they have need of it. Grant funds will be utilized for rent costs for our warehouse to store food and to have a location to distribute food from. Page 2 of 5 (Type responses in the form fields below. The form will expand to accommodate the length ofyour reponse, Do not exceed fourpages): 2. Describe the target population in detail and note how many unduplicated households and people the project will serve, their income levels, and whether they are part of any special needs groups: The target population includes children, families, veterans, seniors, unsheltered individuals, and anyone else in need, specifically low-income and moderate -income nPrcnns. 3. Describe, with data and information, the need for this activity in the City: 12% of Rosemead residents are living in poverty and need to have assistance for food security. 4. Describe all similar projects your Organization has carried out in the last five (5) years. For each program/project, provide a reference name and telephone number from the agency that provided CDBG or other HUD funding: We have provided groceries for Montebello residents with CDBG funding (reference: Rosemary Perich, 323-887-1200 Ext. 1454). 5. Identify and describe any audit findings, liens, investigations, or probation by any oversight agency in the past five (5) years. If none, please state none: None. Page 3 of 5 Page 4of5 Formula Grant Cost Category Overall Budget Rosemead CDBG Funds Personnel Costs 27918 0 Non -Personnel Costs su lies, consultants, etc.) 7856115 180000 Capital Improvement Costs 0 0 Total $7,884,033 $180,000 Describe any other funding sources (and the amount of the other funding source) that will be used in the execution of the project: Our funding sources include public donations, private grants, and CDBG funds from Montebello. All of these are currently pending, but not committed, so we don't have the amounts from each funding sources as of yet. Page 4of5 ACCOMPLISHMENTS �.,. (PleaseGRAM City of Total Overall Rosemead Clients Number of clients actually served under program year 2022-23 115 3500 Number of clients expected to be served under current program year 2023-24 130 3700 Number of clients proposed to be served under expected program in 2024-25 140 3800 Describe how the program benefits low -moderate income eligible residents in Rosemead: This program directly benefits low to moderate income residents who would like to pick up groceries during one of our public food distributions. Note: The number of clients noted in the table above must not exceed the low -moderate income Emits as noted in the 2023 HUD Income Limits. HUD updates the income limits yearly. I hereby certify that the aforementioned statements are true and correct. Melissa Lomenzo Print Name of Person Signing Contract Signature Page 5 of 5 2/8/24 Date EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Subrecipient will maintain insurance in conformance with the requirements set forth below. Subrecipient will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Subrecipient agrees to amend, supplement or endorse the existing coverage to do so. Subrecipient acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Subrecipient shall provide the following types and amounts of insurance: Commercial General Liability Insurance: Subrecipient shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. Automobile liability insurance: Subrecipient shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Subrecipient arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than 1,000,000 combined single limit for each accident. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self- insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Subrecipients, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $1 Million per occurrence. IN Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Subrecipient and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Best rating of A- or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Subrecipient. Subrecipient and City agree to the following with respect to insurance provided by Subrecipient: 1. Subrecipient agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010. Subrecipient also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Subrecipient, or Subrecipient's employees, or agents, from waiving the right of subrogation prior to a loss. Subrecipient agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Subrecipient shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. AN 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Subrecipient's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Subrecipient or deducted from sums due Subrecipient, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Subrecipient agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Subrecipient or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Subrecipient agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Subrecipient, provide the same minimum insurance coverage required of Subrecipient. Subrecipient agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Subrecipient agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Subrecipient agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Subrecipient's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Subrecipient, which may include reduction or elimination of the deductible or self- insured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Subrecipient ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Subrecipient, the City will negotiate additional compensation proportional to the increased benefit to City. fIN 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Subrecipient acknowledges and agrees that any actual or alleged failure on the part of City to inform Subrecipient of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Subrecipient will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Subrecipient shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Subrecipient's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Subrecipient under this agreement. Subrecipient expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Subrecipient agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Subrecipient for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City Lbl to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Subrecipient agrees to provide immediate notice to City of any claim or loss against Subrecipient arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. M City of Rosemead - FY 24-25 PSA - Heart of Compassion Final Audit Report 2024-06-21 Created: 2024-06-20 By: Debbie Sottek (signaturedocs@housingprograms.com) Status: Signed Transaction ID: CBJCHBCAABAAgJAgifCdZujZ6TvyYBxtNXpRYABOOymC "City of Rosemead - FY 24-25 PSA - Heart of Compassion" Hist o ry Document created by Debbie Sottek(signaturedocs@housingprograms.com) 2024-06-20 - 4:36:55 PM GMT- IP address: 184.101.88.62 P* Document emailed to eric@heartofcompassionca.org for signature 2024-06-20 - 4:40:42 PM GMT Email viewed by eric@heartofcompassionca.org 2024-06-21 - 11:05:31 PM GMT- IP address: 74.125.209.32 do Signer eric@heartofcompassionca.org entered name at signing as Eric Tietze 2024-06-21 - 11:15:02 PM GMT- IP address: 162.191.194.23 do Document e -signed by Eric Tietze (eric@heartofcompassionca.org) Signature Date: 2024-06-21 - 11:15:04 PM GMT - Time Source: server- IP address: 162.191.194.23 P4 Document emailed to melissa@heartofcompassionca.org for signature 2024-06-21 - 11:15:05 PM GMT Email viewed by melissa@heartofcompassionca.org 2024-06-21 - 11:15:25 PM GMT- IP address: 74.125.212.3 d© Signer melissa@heartofcompassionca.org entered name at signing as Melissa Lomenzo 2024-06-21 - 11:16:56 PM GMT- IP address: 162.191.194.23 d© Document e -signed by Melissa Lomenzo (melissa@heartofcompassionca.org) Signature Date: 2024-06-21 - 11:16:58 PM GMT -Time Source: server- IP address: 162.191.194.23 Agreement completed. 2024-06-21 - 11:16:58 PM GMT Q Adobe Acrobat Sign ,4v CERTIFICATE OF LIABILITY INSURANCE DATE 06/13/2024(MNvoorY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. 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). PRODUCER 323 230-5566 323 230-5033 RIVERA INSURANCE AGENCY NAME DT JENNIFER RIVERA FAX Noi, 323 230-5033 PHONE 323 230-5566 EMAIL ADDRESS 633 S. BRE ABLVD. STE 100 BREA, CA 92821 PRODUCEa C"TINSURERS AFFORDING COVERAGE NAIC 0 JENNIFER RIVERA INSURED INSURER A: United States Liabilily Insurance DAMAGE TO RENTED PREMISES Ea occurrence $1,000,000 INSURER B: COMMERCIAL GENERAL LI ABILITY HEART OF COMPASSION DISTRIBUTION INSURER C : 600 S. MAPLE AVE. INSURER D: MED EXP (Any one Person) $ MONTEBELLO, CA 90640 INSURER E INSURER F reeTlelr`ATE NUMBER: REVISION NUMBER: V THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR INS TYPE OF INSURANCE ADDL SUBR POLICY NUMBER N10MILDD� Y EXP MMIDDIIYYYY' LIMITS 8838 E. Valley Blvd. GENERAL LIABILITY ✓ ✓ JENNIFER RIVERA EACH OCCURRENCE $ 2 000000 DAMAGE TO RENTED PREMISES Ea occurrence $1,000,000 A COMMERCIAL GENERAL LI ABILITY MED EXP (Any one Person) $ CLAIMS -MADE OCCUR PERSONAL B ADV INJURY $ NPP1633066 /6113/2024 06/13/2025 GENERAL AGGREGATE $ GEN'LAGGREGATE LIMIT APPLIES PER'. PRODUCTS - COMP/OP AGG $ $INLCLUDED POLICY PRO LOC '.HNOA AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident)) BODILY INJURY (Per Person) i$ ANY AUTO BODILY INJURY (Per aa dent) $ ALL OWNED AUTOS PROPERTY DAMAGE $ (Peraccident) SCHEDULED AUTOS HIRED AUTOS Is NON,OWNED AUTOS Is UMBRELLA UABOCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DEDUCTIBLE $ $ RETENTION $ WORKERS COMPENSATION VrC STATU-,OTH- AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOWPARTNEWEXECUTIVE❑ E L. EACH ACCIDENT 8 E.L. DISEASE - EA EMPLOYE $ OFFICERIMEMBER EXCLUDED' (MYandatory in NH) NIA E.L. DISEASE -POLICY LIMIT S 1,000,000 each claim/2,000,000 agg 1,000,000 each claim/2,000,000 agg A A acince under (DESCRIPTION OF OPERATIONS below Professional E&O Liability Abuse And Molestation ✓ ✓ NPP1633066 NPP1633066 06/13/2024 06/13/2024 06113/2025 06/13/2025 DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES (Attach ACORD 101, Additlonal Remarks Sehadule, U more space is required) rel \P\•<vTJGi d ■ �•\ � rel g 19BB-2009 ACORD CORPORATION. ION. All rights reserved. ACORD 25 (2009109) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Rosemead ACCORDANCE WITH THE POLICY PROVISIONS. 8838 E. Valley Blvd. AUTHORIZED REPRESENTATIVE Rosemead, CA 91770 JENNIFER RIVERA g 19BB-2009 ACORD CORPORATION. ION. All rights reserved. ACORD 25 (2009109) The ACORD name and logo are registered marks of ACORD