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<br />must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required
<br />hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all
<br />documents on behalf of the City required hereunder to carry out the terms of this contract.
<br />
<br />5.3 Prohibition Against Subcontracting or Assignment. Neither this contract nor any interest herein
<br />may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether
<br />for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder
<br />shall include the transfer to any person or group of persons acting in concert of more than twenty-five percent (25%)
<br />of the present ownership and/or control of Subrecipient, taking all transfers into account on a cumulative basis. In
<br />the event of any such unapproved transfer, including any bankruptcy proceeding, this contract shall be void. No
<br />approved transfer shall release the Subrecipient or any surety of Subrecipient of any liability hereunder without the
<br />express consent of City.
<br />
<br />5.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the
<br />manner, mode or means by which Subrecipient, its agents or employees, perform the services required herein,
<br />except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of
<br />Subrecipient's employees, servants, representatives or agents, or in fixing their number, compensation or hours of
<br />service. Subrecipient shall perform all services required herein as an independent contractor of City and shall
<br />remain at all times as to City a wholly independent contractor with only such obligations as are consistent with the
<br />role. Subrecipient shall not at any time or in any manner represent that it or any of its agents or employees are
<br />agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of
<br />Subrecipient in its business or otherwise of a joint venture or a member of any joint enterprise with Subrecipient.
<br />
<br />5.5 Conflict of Interest. The Subrecipient agrees to abide by the provisions of 24 CFR 570.611 with
<br />respect to conflicts of interest, and covenants that it presently has no financial interest and shall not acquire any
<br />financial interest, direct or indirect, which would conflict in any manner or degree with the performance of services
<br />required under this contract. The Subrecipient further covenants that in the performance of this contract no persons
<br />having such a financial interest shall be employed or retained by the Subrecipient hereunder. These conflict of
<br />interest provisions apply to any person who is an employee, agent, Subrecipient, officer, or elected official or
<br />appointed official of the City of San Leandro, or of any designated public agencies or subrecipients which are
<br />receiving funds under the CDBG Entitlement program.
<br />
<br />5.6 Lobbying. The Subrecipient hereby certifies that:
<br />
<br />a. No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any
<br />person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an
<br />officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any
<br />Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any
<br />cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal
<br />contract, grant, loan, or co-operative agreement;
<br />
<br />b. If any funds other than Federal appropriated funds have been paid or will be paid to any
<br />person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an
<br />officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract,
<br />grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report
<br />Lobbying," in accordance with its instructions;
<br />
<br />c. It will require that the language of paragraph (d) of this certification be included in the award
<br />documents for all sub awards at all tiers (including subcontracts, sub grants, and contracts under grants, loans, and
<br />cooperative agreements) and that all subrecipients shall certify and disclose accordingly; and
<br />
<br />d. Lobbying Certification - Paragraph d
<br />
<br />This certification is a material representation of fact upon which reliance was placed when this
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<br />CDBG Agreement with BFWC FY06-07
<br />G:ICOMMUNITY DE VELOPMENTiHO USING SERVICES DIVISION\CDBG\SUBRECIPIENTSIBuildin~ Futures With Women and ChildrenIFY2006-07IFY06-07
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