Agmt23 County of San Mateo - Grant agreement

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REV: 03-01-23 RL Page 4 d. Grantee agrees to cooperate and assist with effective subrecipient monitoring by the County to ensure compliance with all terms and conditions of ARPA and its implementing rules, regulations, reporting, and recordkeeping requirements, including, without limitation, by making itself available for and cooperating with audits and on-site reviews and timely completing applicable close-out requirements. 8. Term & Termination Subject to compliance with all terms and conditions, the term of this Agreement shall commence on February 1, 2023 and continue in effect through June 30, 2024 with reporting documents due July 30, 2024. This Agreement will not automatically renew, nor shall it create any reliance on the possibility of future grants. Grantee understands and agrees that, to the extent all Grant funds are not expended or disbursed at the time of termination (i.e., not later than June 30, 2024), Grantee must promptly return all unexpended funds to the County, and any undisbursed funds at the time of termination shall be forfeited. County may suspend and/or terminate this Agreement if Grantee fails to comply with the terms of this Agreement (including breach of any representation and warranty provided herein) and may, in its sole discretion, withhold or cancel pending and future disbursements of funds and/or require Grantee to return some or all funds disbursed under this Agreement. See Exhibit E for additional terms of termination. 9. Duty to Defend, Indemnify and Hold Harmless Pursuant to Government Code Section 895.4, Grantee shall indemnify and save harmless County and its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description resulting from this Agreement, the performance of any work or services funded under this Agreement, or payments made pursuant to this Agreement brought for, or on account of, any of the following: a. injuries to or death of any person, including as to Grantee or its respective employees/officers/agents; b. damage to any property of any kind whatsoever and to whomsoever belonging; c. any sanctions, penalties, or claims of damages resulting from the Grantee’s failure to comply, if applicable, with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended; or d. any other loss or cost, including but not limited to that caused by the concurrent active or passive negligence of County and/or its officers, agents, employees, or servants. However, Grantee’s duty to indemnify and save harmless under this Section shall not apply to injuries or damage for which County has been found in a court of competent jurisdiction to be solely liable by reason of its own negligence or willful misconduct. The duty of Grantee to indemnify and save harmless as set forth by this Section shall include the duty to defend as set forth in Section 2778 of the California Civil Code. ATTY/AGR.2023.031/County of San Mateo (Agreement for Homeless Outreach) (Page 4 of 27) DocuSign Envelope ID: 6F079F33-00E9-42D4-A508-A3B82FC663F4