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HomeMy WebLinkAbout20E - AA FOR SB 2 GRANT FROM CAREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MAY 19, 2020 TITLE let>>:Z•PIZil >>:Z•]:21d/ellIQL ADJUSTMENT TO RECEIVE SIB 2 GRANT FUNDS FROM STATE OF CALIFORNIA, DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT IN THE AMOUNT OF $625,000 CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve an appropriation adjustment recognizing State of California, Department of Housing and Community Development (HCD) SB 2 Grant funds in the amount of $625,000 in the Planning and Building Agency revenue account and appropriate same to expenditure accounts as authorized by Resolution 2019-102. DISCUSSION On March 28, 2019, the State of California, Department of Housing and Community Development (HCD) issued a Notice of Funding Availability (NOFA) for its Planning Grants Program (PGP). The purpose of the PGP is to help cities and counties in California prepare, adopt, and implement plans and process improvements that streamline housing approvals and accelerate housing production. Recognizing that the PGP provides grants through a noncompetitive process and the City of Santa Ana is eligible to receive up to $625,000 in funding, with City Council authorization on November 5, 2019, staff prepared and submitted an application emphasizing the benefits to the community. On March 10, 2020, HCD awarded the SB2 grant in the amount of $625,000 to the City of Santa Ana. The City will utilize grant funds to implement innovative and expedited processes that will result in an upgrade to the City's permitting system and plan review services. Grant funds will also be used to digitize permit and plan records for public access, improve the accessory dwelling unit process, and produce informational videos that streamline development code and public counter procedures. On April 30, 2020, the standard agreement was executed between HCD and the City. ENVIRONMENTAL IMPACT Pursuant to Section 15061(B)(3) of the California Environmental Quality Act, this action is exempt from further review as there is no potential for any environmental impact. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, 20E-1 APPROPRIATE SB2 GRANT FUNDS May 19, 2020 Page 2 Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy B (update zoning ordinance and include equitable, innovative, business friendly zoning practices). FISCAL IMPACT The appropriate adjustment will recognize $625,000 in SB2 Grant funds in the revenue account (no.15816002-52025) and appropriate the same to expenditure account (no. 15816500-Various). PBAwill expend funds for project activity eligible under the grant, then recoup the costs by invoicing HCD for reimbursement of the funds expended. Funds are budgeted and available in the following Planning and Building expenditure accounts: TYPE A/U ACCOUNT FY2019/20 TOTAL REVENUE 15816002 52025 $625,000 $625,000 EXPENSE 15816500 Various $625,000 $625,000 JA/SM Exhibits: 1. Resolution 2019-102 2. Executed Standard Agreement 20E-2 EXHIBIT 1 LS 11.5.19 RESOLUTION NO. 2019-102 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING APPLICATION FOR, AND RECEIPT OF, SENATE BILL NO. 2 (SB 2) PLANNING GRANTS PROGRAM FUNDS WHEREAS, the State of California, Department of Housing and Community Development (Department) has issued a Notice of Funding Availability (NOFA) dated March 28, 2019, for its Planning Grants Program (PGP); and WHEREAS, the City Council of Santa Ana desires to submit a project application for the PGP program to accelerate the production of housing and will submit a 2019 PGP grant application as described in the Planning Grants Program NOFA and SB 2 Planning Grants Program Guidelines released by the Department for the PGP Program; and WHEREAS, the Department is authorized to provide up to $123 million dollars under the SB 2 Planning Grants Program from the Building Homes and Jobs Trust Fund for assistance to Counties (as described in Health and Safety Code section 50470 et seq. [Chapter 364, Statutes of 2017 (SB 2)] related to the PGP Program. NOW, THEREFORE, THE CITY COUNCIL OF SANTA ANA RESOLVES AS FOLLOWS: SECTION 1. The Executive Director of Planning and Building Agency is hereby authorized and directed to apply for and submit to the Department the 2019 Planning Grants Program application released March 28, 2019, in the amount of $625,000. SECTION 2. In connection with the PGP grant, if the application is approved by the Department, the City Manager or designee is authorized to enter into, execute, and deliver a State of California Agreement (Standard Agreement) for the amount of $625,000, and any and all other documents required or deemed necessary or appropriate to evidence and secure the PGP grant, the City's obligations related thereto, and all amendments thereto (collectively, the "PGP Grant Documents"). SECTION 3. The City shall be subject to the terms and conditions as specified in the Standard Agreement, the SB 2 Planning Grants Program Guidelines, and any applicable PGP guidelines published by the Department. Funds are to be used for allowable expenditures as specifically identified in the Standard Agreement. The application in full is incorporated as part of the Standard Agreement. Any and all activities funded, information provided, and timelines represented in the application will be enforceable through the executed Standard Agreement. The City Council hereby agrees to use the funds for eligible uses in the manner presented in the application as approved Resolution No. 2019-102 2 U E -3 Page 1 of 3 by the Department and in accordance with the Planning Grants NOFA, the Planning Grants Program Guidelines, and the 2019 Planning Grants Program Application. SECTION 4. The City Manager or designee, is authorized to execute the City of Santa Ana Planning Grants Program application, the PGP Grant Documents, and any related agreements or amendments thereto, on behalf of the City of Santa Ana as required by the Department for receipt of the PGP Grant. SECTION 5. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this 5TH day of November , 2019. W �If .�•-.. a 4 0 �.�Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: 9K�.- Lisa Storms Assistant City Attorney AYES: Councilmembers Iglesias, Penaloza. Pulido Sarmiento, Solorio, Villegas (6) NOES: Councilmembers None (0) ABSTAIN: Councilmembers None (0) NOT PRESENT: Councilmembers None (0) *Ward 4 Representative Vacant Resolution No. 2019-102 Page 2 of 3 2 O E_ A CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2019-102 to be the original resolution adopted by the City Council of the City of Santa Ana on November 5, 2019. Date: Clerk of the Council City of Santa Ana Resolution No. 2019-102 2 U E -5 Page 3 of 3 20E-6 STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES STANDARD AGREEMENT AGREEMENT NUMBER STD 213 (Rev. 032019) 19.PGP-13B95 1. This Agreement is entered into between the Contracting Agency and the Contractor named below CONTRACTING AGENCY NAME DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT CONTRACTOR'S NAME City of Santa Ana 2. The term of this Agreement is: START DATE Upon HCD Approval THROUGH END DATE 12/31/2022 3. The maximum amount of this Agreement is: $625,000.00 EXHIBIT 2 PURCHASING AUTHORITY NUMBER (if applicable) 4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement. EXHIBITS TITLE Exhibit A Authority, Purpose and Scope of Work Exhibit B Budget Detail and Payment Provisions Exhibit C' State of California General Terms and Conditions Exhibit D PGP Terms and Conditions Exhibit E Special Conditions TOTAL NUMBER OF PAGES ATTACHED Items shown with an asterisk ('), are hembyincorporefed by reference and made part of This agreoment as ifattached hereto. These documents can be viewed at hf1ps:1Awww.dgs.ca.gov/OLS/Resoumes IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO. CONTRACTOR CONTRACTOR NAME (if other than an Individual, state whether a corporation, partnership,etc.) City of Santa Ana CONTRACTOR BUSINESS ADDRESS 20 Civic Center Plaza Ross Annex M-20 PRINTED NAME OF PERSON SIGNING Kristine Ridge CONTRACTOR AUTHORIZED SIGNATURE 22 CONTRACTING AGENCY NAME Department of Housing and Community Development CONTRACTING AGENCY ADDRESS 2020 W. El Camino Ave., Suite 130 PAGES 2 5 GTC-042017 8 CITY STATE ZIP Santa Ana CA 92702 STATE OF CALIFORNIA CITY Sacramento TITLE City Manager DATE SIGNED kla�lx STATE ZIP CA 95833 15 PRINTED NAME OF PERSON SIGNING TITLE Synthia Rhinehart Contracts Manager, Business & Contract Services Branch CONTRACTING AGENCY �AUTp(H/lORRII(ZEEDD SIGNA�T/U1R�E��1/ DATE SIGNED G� f r "`-""California Department o� G neral Services Approval (or exemption,'if applicable Exempt per; SCM Vol. 1 4.04.A.3 (DGS memo dated 6112/1981) ATTEST. �CLERK THE COUNCIL 20E-7 AUTHORITY. PURPOSE AND SCOPE OF WORK 1. Authority City of Santa Ana 19-PGP-13895 Page 1 of 2 Pursuant to Health and Safety Code section 50470, subdivision (b)(1)(A), the State of California Department of Housing and Community Development (the "Department" or "State") has established the Planning Grants Program ("PGP," or the "Program" as defined in Section 102 of the Guidelines) for Local Governments and Localities. This Standard Agreement, along with all its exhibits (the "Agreement"), is entered into under the authority of, and in furtherance of, the purpose of the Program. Pursuant to Health and Safety Code Section 50470, subdivision (d), the Department has issued the Senate Bill 2 Planning Grants Program Year 1 Guidelines (the "Guidelines") dated December 2018 governing the Program, and a Notice of Funding Availability ("NOFA') dated March 28, 2019. 2. Purpose In accordance with the authority cited above, the Grantee has been awarded financial assistance in the form of a grant from the Program. The Department has agreed to make the grant to provide financial assistance for the preparation, adoption and implementation of a plan for Accelerating Housing Production and Streamlined Housing Production (as defined in Section 102 of the Guidelines) pursuant to the terms of the Guidelines, the NOFA, and this Agreement. By entering into this Agreement and thereby accepting the award of the Program funds, the Grantee agrees to comply with the terms and conditions of the Guidelines, the NOFA, this Agreement, the representations contained in the application, and the requirements of the authority cited above. Based on the representations made by the Grantee, the State shall provide a grant in the amount shown in Exhibit B, Section 2. 3. Definitions Terms herein shall have the same meaning as definitions in Section 102 of the Guidelines. 4. Scope of Work Update planning documents, entitlement processes or zoning ordinances in accordance with the Grantee's Schedule F: Project Timeline and Budget, as provided by the Grantee in the SB 2 Planning Grant Program application used for subsequent approval by the Department. 5. Department Contract Coordinator The Contract Coordinator of this Agreement for the Department is the Housing Policy Development Manager, or the Manager's designee. Unless otherwise informed, any Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-8 City of Santa Ana 19-PGP-13895 Page 2 of 2 EXHIBIT A notice, report, or other communication required by this Agreement shall be mailed by first class mail to the Department Contract Coordinator at the following address: Department of Housing and Community Development Housing Policy Development Land Use Planning Unit Attention: PGP Program Manager 2020 West El Camino Avenue, Suite 500 Sacramento, CA 95833 P. O. Box 952050 Sacramento, CA 94252-2050 Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-9 City of Santa Ana 19-PGP-13895 Page 1 of 5 EXHIBIT B BUDGET DETAIL AND PAYMENT PROVISIONS 1. Application for Funds A. The Department is entering into this Agreement on the basis of, and in reliance on facts, information, assertions and representations contained in the Application and any subsequent modifications or additions thereto approved by the Department. The Application and any approved modifications and additions thereto are hereby incorporated into this Agreement. B. The Grantee warrants that all information, facts, assertions and representations contained in the Application and approved modifications and additions thereto are true, correct, and complete to the best of the Grantee's knowledge. In the event that any part of the Application and any approved modification and addition thereto is untrue, incorrect, incomplete, or misleading in such a manner that would substantially affect the Department's approval, disbursement, or monitoring of the funding and the grant or activities governed by this Agreement, the Department may declare a breach hereof and take such action or pursue such remedies as are provided for breach hereof. 2. Grant and Reimbursement Limit The maximum total amount granted and reimbursable to the Grantee pursuant to this Agreement shall not exceed $625,000. 3. Grant Timelines A. This Agreement is effective upon approval by all parties and the Department, which is evidenced by the date signed by the Department on page one, Standard Agreement, STD 213 (the "Effective Date"). B. All Grant funds must be expended by June 30, 2022. C. The Grantee shall deliver to the Department all final invoices for reimbursement on or before February 28, 2022, to ensure.meeting the June 30, 2022 deadline. Under special circumstances, as determined by the Department, the Department may modify the February 28, 2022 deadline. D. It is the responsibility of the Grantee to monitor the project and timeliness of draws within the specified dates. Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-10 EXHIBIT B 4. Allowable Uses of Grant Funds City of Santa Ana 19-PGP-13895 Page 2 of 5 A. The Department shall not award or disburse funds unless it determines that the grant funds shall be expended in compliance with the terms and provisions of the Guidelines, the NOFA, and this Agreement. B. Grant funds shall only be used by the Grantee for project activities approved by the State that involve the preparation and adoption of project activities as stated in the scope of work, project description, project timeline and other parts of the application, and eligible activities and uses pursuant to Article III of the Guidelines. C. Grant funds may not be used for administrative costs of persons employed by the Grantee for activities not directly related to the preparation and adoption of the proposed activity. D. The Grantee shall use no more than 5 percent of the total grant amount for costs related to administration of the project. E. A Grantee that receives funds under this Program may use a subcontractor. The subcontract shall provide for compliance with all the requirements of the Program. The subcontract shall not relieve the Grantee of its responsibilities under the Program. F. After the contract has been executed by the Department and all parties, approved and eligible costs for eligible activities may be reimbursed for the project(s) upon completion of deliverables in accordance with Schedule F: Project Timeline and Budget and the Statement of Work and subject to the terms and conditions of this Agreement. G. Only approved and eligible costs incurred for work after the NOFA date, continued past the date of execution and acceptance of the Standard Agreement and completed during the grant term will be reimbursable. H. Approved and eligible costs incurred prior to the NOFA date are ineligible. 5. Performance The Grantee shall take such actions, pay such expenses, and do all things necessary to complete the scope of work specified in Exhibit A and as incorporated by the SB 2 Program application in accordance with the schedule for completion set forth therein and within the terms and conditions of this Agreement. Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-11 EXHIBIT B 6. Fiscal Administration City of Santa Ana 19-PGP-13895 Page 3 of 5 A. The Grantee is responsible for maintaining records which fully disclose the activities funded by the PGP grant. Adequate documentation for each reimbursable transaction shall be maintained to permit the determination, through an audit if requested by the State, of the accuracy of the records and the allowability of expenditures charged to PGP grant funds. If the allowability of expenditure cannot be determined because records or documentation are inadequate, the expenditure may be disallowed, and the State shall determine the reimbursement method for the amount disallowed. The State's determination of the allowability of any expense shall be final, absent fraud, mistake or arbitrariness. B. Work must be completed prior to requesting reimbursement. The Department may make exceptions to this provision on a case by case basis. In unusual circumstances, the Department may consider alternative arrangements to reimbursement and payment methods based on documentation demonstrating cost burdens, including the inability to pay for work. C. Prior to receiving reimbursement, the Grantee shall submit the following documentation: 1) Government Agency Taxpayer ID Form (GovTIN; Fiscal form); 2) A Request for Funds on a form provided by the Department; and 3) Any and all documentation requested by the Department in the form and manner as outlined in the following subsection D. D. Grantee shall submit all required reimbursement documentation to the following address: Department of Housing and Community Development Housing Policy Development Land Use Planning Unit Attention: PGP Program Manager 2020 West El Camino Avenue, Suite 500 Sacramento, CA 95833 P. O. Box 952050 Sacramento, CA 94252-2050 E. The Grantee shall submit invoices for reimbursement to the Department according to the following schedule: Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-12 City of Santa Ana 19-PGP-13895 Page 4 of 5 EXHIBIT B 1) At maximum, once per quarter; or 2) Upon completion of a deliverable, subject to the Department's approval; and 3) At minimum, one invoice for reimbursement annually. The Department will use the 2019 calendar year beginning with January, with first requests for reimbursement accepted on or after September 30, 2019. F. The request for reimbursement must be for a minimum of 15 percent of the maximum grant amount awarded. The Department may consider exceptions to the minimum amount requested on a case -by -case basis. All invoices shall reference the contract number and shall be signed and submitted to the Department's Program Manager at the address provided above in Section 6, item D of Exhibit B. Invoices shall include at a minimum the following information: 1) Names of the Grantee's personnel performing work; 2) Dates and times of project work; 3) Itemized costs in accordance with the Schedule F: Project Timeline and Budget and Statement of Work, including identification of each employee, contractor, subcontractor staff who provided services during the period of the invoice, the number of hours and hourly rates for each of the Grantee's employees, contractor(s), sub-recipient(s) or subcontractor's staff member(s), authorized expenses with receipts, and contractor, sub -recipient and subcontractor invoices; and 4) Any other documents, certifications, or evidence deemed necessary by the Department prior to disbursement of grant funds. G. The Department will reimburse the Grantee directly for all allowable project costs as promptly as the Department's fiscal procedures permit upon receipt of an itemized signed invoice. H. The Department recognizes that budgeted deliverable amounts are based upon estimates. Grantees may request, in writing, a budget adjustment across deliverables subject to written approval by the Department, as long as the total budget does not exceed the maximum amount awarded to the Grantee. Grant funds cannot be disbursed until this Standard Agreement has been fully executed. Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-13 City of Santa Ana 19-PGP-13895 Page 5 of 5 EXHIBIT B J. Grant fund payments will be made on a reimbursement basis; advance payments are not allowed. The Grantee, its subcontractors and all partners, must have adequate cash flow to pay all grant -related expenses prior to requesting reimbursement from the Department. The Department may consider alternative arrangements to reimbursement and payment methods based on documentation demonstrating cost burdens, including the inability to pay for work pursuant to Section 601(f) of the Guidelines. K. The Grantee will be responsible for compiling and submitting all invoices, supporting documentation and reporting documents. Invoices must be accompanied by reporting materials where appropriate. Invoices without the appropriate reporting materials will not be paid. 1) Supporting documentation may include, but is not limited to; purchase orders, receipts, progress payments, subcontractor invoices, timecards, or any other documentation as deemed necessary by the Department to support the reimbursement to the Grantee for expenditures incurred. L. The Grantee will submit for reimbursements to the Department based on actual costs incurred, and must bill the State based on clear and completed objectives and deliverables as outlined in the application, in Schedule F: Project Timeline and Budget, the Statement of Work, and/or any and all documentation incorporated into this Standard Agreement and made a part thereof. M. The Department may withhold 10 percent of the grant until grant terms have been fulfilled to the satisfaction of the Department. Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-14 EXHIBIT D PGP TERMS AND CONDITIONS 1. Reoortina City of Santa Ana 19-PGP-13895 Page 1 of 8 A. During the term of the Standard Agreement the Grantee shall submit, upon request of the Department, a performance report that demonstrates satisfaction of all requirements identified in this Standard Agreement. B. Upon completion of all objectives and deliverables required to fulfill this contract pursuant to Schedule F: Project Timeline and Budget and the Scope of Work, Exhibit A, Section 4, and as referred to in Exhibit B, Section 6, subsection K. within this Standard Agreement, the Grantee shall submit a final close out report in accordance with Section 604, subsection (b), and as instructed in Attachment 3 of the December 2018 Planning Grants Program Guidelines. The close out report shall be submitted with the final invoice by the end of the grant term as listed in Exhibit B, Section 3, subsection C. 2. Accounting Records A. The Grantee, its staff, contractors and subcontractors shall establish and maintain an accounting system and reports that properly accumulate incurred project costs by line. The accounting system shall conform to Generally Accepted Accounting Principles (GAAP), enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices. B. The Grantee must establish a separate ledger account for receipts and expenditures of grant funds and maintain expenditure details in accordance with the scope of work, project timeline and budget. Separate bank accounts are not required. C. The Grantee shall maintain documentation of its normal procurement policy and competitive bid process (including the use of sole source purchasing), and financial records of expenditures incurred during the course of the project in accordance with GAAP. D. The Grantee agrees that the state or designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of the Standard Agreement. E. Subcontractors employed by the Grantee and paid with moneys under the terms of this Standard Agreement shall be responsible for maintaining accounting records as specified above. 3. Audits A. At any time during the term of the Standard Agreement, the Department may perform or cause to be performed a financial audit of any and all phases of the award. At the Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-15 City of Santa Ana 19-PGP-13895 Page 2 of 8 EXHIBIT D Department's request, the Grantee shall provide, at its own expense, a financial audit prepared by a certified public accountant. The State of California has the right to review project documents and conduct audits during and over the project life. 1) The Grantee agrees that the Department or the Department's designee shall have the right to review, obtain, and copy all records and supporting documentation pertaining to performance of this Agreement. 2) The Grantee agrees to provide the Department or the Department's designee, with any relevant information requested. 3) The Grantee agrees to permit the Department or the Department's designee access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees who might reasonably have information related to such records and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with statutes, Program guidelines, and this Agreement. B. If a financial audit is required by the Department, the audit shall be performed by an independent certified public accountant. Selection of an independent audit firm shall be consistent with procurement standards contained in Exhibit D, Section 8 subsection A. of this Standard Agreement. 1) The Grantee shall notify the Department of the auditor's name and address immediately after the selection has been made. The contract for the audit shall allow access by the Department to the independent auditor's working papers. 2) The Grantee is responsible for the completion of audits and all costs of preparing audits. 3) If there are audit findings, the Grantee must submit a detailed response acceptable to the Department for each audit finding within 90 days from the date of the audit finding report. C. The Grantee agrees to maintain such records for possible audit after final payment pursuant to Exhibit D, Section 3, subsection E. below, unless a longer period of records retention is stipulated. 1) If any litigation, claim, negotiation, audit, monitoring, inspection or other action has been started before the expiration of the required record retention period, all records must be retained by the Grantee, contractors and sub -contractors until completion of the action and resolution of all issues which arise from it. The Grantee shall include in any contract that it enters into in an amount exceeding $10,000, the Department's right to audit the contractor's records and interview their employees. Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 40W; City of Santa Ana 19-PGP-13895 Page 3 of 8 EXHIBIT D 2) The Grantee shall comply with the caveats and be aware of the penalties for violation of fraud and for obstruction of investigation as set forth in California Public Contracts Code Section 10115.10. D. The determination by the Department of the eligibility of any expenditure shall be final. E. The Grantee shall retain all books and records relevant to this Agreement for a minimum of (3) three years after the end of the term of this Agreement. Records relating to any and all audits or litigation relevant to this Agreement shall be retained for five years after the conclusion or resolution of the matter. 4. Remedies of Non-performance A. Any dispute concerning a question of fact arising under this Standard Agreement that is not disposed of by agreement shall be decided by the Department's Housing Policy Development Manager, or the Manager's designee, who may consider any written or verbal evidence submitted by the Grantee. The decision of the Department's Housing Policy Development Manager or Designee shall be the Department's final decision regarding the dispute. B. Neither the pendency of a dispute nor its consideration by the Department will excuse the Grantee from full and timely performance in accordance with the terms of this Standard Agreement. C. In the event that it is determined, at the sole discretion of the Department, that the Grantee is not meeting the terms and conditions of the Standard Agreement, immediately upon receiving a written notice from the Department to stop work, the Grantee shall cease all work under the Standard Agreement. The Department has the sole discretion to determine that the Grantee meets the terms and conditions after a stop work order, and to deliver a written notice to the grantee to resume work under the Standard Agreement. D. Both the Grantee and the Department have the right to terminate the Standard Agreement at any time upon 30 days written notice. The notice shall specify the reason for early termination and may permit the grantee or the Department to rectify any deficiency(ies) prior to the early termination date. The Grantee will submit any requested documents to the Department within 30 days of the early termination notice. E. There must be a strong implementation component for the funded activity through this Program, including, where appropriate, agreement by the locality to formally adopt the completed planning document. Localities that do not formally adopt the funded activity could be subject to repayment of the grant. F. The following shall each constitute a breach of this Agreement: 1) Grantee's failure to comply with any of the terms and conditions of this Agreement. 2) Use of, or permitting the use of, grant funds provided under this Agreement for any Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-17 City of Santa Ana 19-PGP-13895 Page 4 of 8 EXHIBIT D ineligible costs or for any activity not approved under this Agreement. 3) Any failure to comply with the deadlines set forth in this Agreement unless approved by the Program Manager. G. In addition to any other remedies that may be available to the Department in law or equity for breach of this Agreement, the Department may at its discretion, exercise the following remedies: 1) Disqualify the Grantee from applying for future PGP Funds or other Department administered grant programs; 2) Revoke existing PGP award(s) to the Grantee; 3) Require the return of unexpended PGP funds disbursed under this Agreement; 4) Require repayment of PGP Funds disbursed and expended under this agreement; 5) Seek a court order for specific performance of the obligation defaulted upon, or the appointment of a receiver to complete the obligations in accordance with the PGP Program requirements; and 6) Other remedies available at law, or by and through this agreement. All remedies available to the Department are cumulative and not exclusive. 7) The Department may give written notice to the Grantee to cure the breach or violation within a period of not less than 15 days. 5. Indemnification Neither the Department nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by the Grantee, its officers, employees, agents, its contractors, its sub -recipients or its subcontractors under or in connection with any work, authority or jurisdiction conferred upon the Grantee under this Standard Agreement. It is understood and agreed that the Grantee shall fully defend, indemnify and save harmless the Department and all of the Department's staff from all claims, suits or actions of every name, kind and description brought forth under, including, but not limited to, tortuous, contractual, inverse condemnation or other theories or assertions of liability occurring by reason of anything done or omitted to be done by the Grantee, its officers, employees, agents contractors, sub - recipients, or subcontractors under this Standard Agreement. 6. Waivers No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The failure of the Department to enforce at any time the provisions of this Agreement, or to require at any time, performance by the Grantee of these provisions, shall in no way be Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-18 City of Santa Ana 19-PGP-13895 Page 5 of 8 EXHIBIT D construed to be a waiver of such provisions nor to affect the validity of this Agreement or the right of the Department to enforce these provisions. Relationship of Parties It is expressly understood that this Standard Agreement is an agreement executed by and between two independent governmental entities and is not intended to, and shall not be construed to, create the relationship of agent, servant, employee, partnership, joint venture or association, or any other relationship whatsoever other than that of an independent party. 8. Third -Party Contracts A. All state -government funded procurements must be conducted using a fair and competitive procurement process. The Grantee may use its own procurement procedures as long as the procedures comply with all City/County laws, rules and ordinances governing procurement, and all applicable provisions of California state law. B. Any contract entered into as a result of this Agreement shall contain all the provisions stipulated in the Agreement to be applicable to the Grantee's sub -recipients, contractors, and subcontractors. Copies of all agreements with sub -recipients, contracts, and subcontractors must be submitted to the Department's program manager. C. The Department does not have a contractual relationship with the Grantee's sub - recipients, contractors, or subcontractors, and the Grantee shall be fully responsible for all work performed by its sub -recipients, contractors, or subcontractors. D. In the event the Grantee is partnering with another jurisdiction or forming a collaborative effort between the Grantee and other jurisdictions who are grantees of the SB 2 Planning Grants Program, the Grantee acknowledges that each partner and/or all entities forming the SB 2 Planning Grants Program collaborative are in mutual written agreement with each other but are contractually bound to the Department under separate, enforceable contracts. E. In the event the Grantee is partnering with another jurisdiction or forming a collaborative effort with other entities that are not grantees of the SB 2 Planning Grants Program, the Department shall defer to the provisions as noted in subsections 8(B) and 8(C) of this part. 9. Compliance with State and Federal Laws, Rules. Guidelines and Regulations A. The Grantee agrees to comply with all state and federal laws, rules and regulations that pertain to construction, health and safety, labor, fair employment practices, equal opportunity, and all other matters applicable to the grant, the Grantee, its contractors or subcontractors, and any other grant activity. B. During the performance of this Agreement, the Grantee assures that no otherwise qualified person shall be excluded from participation or employment, denied program Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 2 U E -19 City of Santa Ana 19-PGP-13895 Page 6 of 8 EXHIBIT D benefits, or be subjected to discrimination based on race, color, ancestry, national origin, sex, gender, gender identity, gender expression, genetic information, age, disability, handicap, familial status, religion, or belief, under any program or activity funded by this contract, as required by Title VI of the Civil Rights Act of 1964, the Fair Housing Act (42 USC 3601-20) and all implementing regulations, and the Age Discrimination Act of 1975 and all implementing regulations. C. The Grantee shall include the nondiscrimination and compliance provisions of this clause in all agreements with its sub -recipients, contractors, and subcontractors, and shall include a requirement in all agreements with all of same that each of them in turn include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts they enter into to perform work under the PGP. D. The Grantee shall, in the course of performing project work, fully comply with the applicable provisions of the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 at seq.) E. The Grantee shall adopt and implement affirmative processes and procedures that provide information, outreach and promotion of opportunities in the PGP project to encourage participation of all persons regardless of race, color, national origin, sex, religion, familial status, or disability. This includes, but is not limited to, a minority outreach program to ensure the inclusion, to the maximum extent possible, of minorities and women, and entities owned by minorities and women, as required by 24 CFR 92.351. 10. Litigation A. If any provision of this Agreement, or an underlying obligation, is held invalid by a court of competent jurisdiction, such invalidity, at the sole discretion of the Department, shall not affect any other provisions of this Agreement and the remainder of this Agreement shall remain in full force and effect. Therefore, the provisions of this Agreement are, and shall be, deemed severable. B. The Grantee shall notify the Department immediately of any claim or action undertaken by or against it, which affects or may affect this Agreement or the Department, and shall take such action with respect to the claim or action as is consistent with the terms of this Agreement and the interests of the Department. 11. Changes in Terms/Amendments This Agreement may only be amended or modified by mutual written agreement of both parties. 12. State -Owned Data A. Definitions Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 1 KIA EXHIBIT D 1) Work: City of Santa Ana 19-PGP-13895 Page 7 of 8 The work to be directly or indirectly produced by the Grantee, its employees, or by and of the Grantee's contractor's, subcontractor's and/or sub -recipient's employees under this Agreement. 2) Work Product: All deliverables created or produced from Work under this Agreement including, but not limited to, all Work and Deliverable conceived or made, or made hereafter conceived or made, either solely or jointly with others during the term of this Agreement and during a period of six months after the termination thereof, which relates to the Work commissioned or performed under this Agreement. Work Product includes all deliverables, inventions, innovations, improvements, or other works of authorship Grantee and/or Grantee's contractor subcontractor and/or sub -recipient may conceive of or develop in the course of this Agreement, whether or not they are eligible for patent, copyright, trademark, trade secret or other legal protection. 3) Inventions: Any ideas, methodologies, designs, concept, technique, invention, discovery, improvement or development regardless of patentability made solely by the Grantee or jointly with the Grantee's contractor, subcontractor and/or sub -recipient and/or Grantee's contractor, subcontractor, and/or sub -recipient's employees with one or more employees of the Department during the term of this Agreement and in performance of any Work under this Agreement, provided that either the conception or reduction to practice thereof occurs during the term of this Agreement and in performance of Work issued under this Agreement. B. Ownership of Work Product and Rights 1) All work Product derived by the Work performed by the Grantee, its employees or by and of the Grantee's contractor's, subcontractor's and/or sub -recipient's employees under this Agreement, shall be owned by the Department and shall be considered to be works made for hire by the Grantee and the Grantee's contractor, subcontractor and/or subrecipient for the Department. The Department shall own all copyrights in the work product. 2) Grantee, its employees and all of Grantee's contractor's, subcontractor's and sub - recipient's employees agree to perpetually assign, and upon creation of each Work Product automatically assigns, to the Department, ownership of all United States and international copyrights in each and every Work Product, insofar as any such Work Product, by operation of law, may not be considered work made for hire by the Grantee's contractor, subcontractor and/or subrecipient from the Department. From time to time upon the Department's request, the Grantee's contractor, subcontractor and/or subrecipients, and/or its employees, shall confirm such Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-21 City of Santa Ana 19-PGP-13895 Page 8 of 8 EXHIBIT D assignments by execution and delivery of such assignment, confirmations or assignment or other written instruments as the Department may request. The Department shall have the right to obtain and hold in its name all copyright registrations and other evidence of rights that may be available for Work Product under this Agreement. Grantee hereby waives all rights relating to identification of authorship restriction or limitation on use or subsequent modification of the Work. 3) Grantee, its employees and all Grantee's contractors, subcontractors and sub - recipients hereby agrees to assign to the Department all Inventions, together with the right to seek protection by obtaining patent rights therefore and to claim all rights or priority thereunder and the same shall become and remain the Department's property regardless of whether such protection is sought. The Grantee, its employees and Grantee's contractor, subcontractor and /or subrecipient shall promptly make a complete written disclosure to the Department of each Invention not otherwise clearly disclosed to the Department in the pertinent Work Product, specifically noting features or concepts that the Grantee, its employees and/or Grantee's contractor, subcontractor and/or subrecipient believes to be new or different. 4) Upon completion of all work under this Agreement, all intellectual property rights, ownership and title to all reports, documents, plans, specifications and estimates, produced as part of this Agreement will automatically be vested in Department and no further agreement will be necessary to transfer ownership to Department. 13. Special Conditions The State reserves the right to add any special conditions to this Agreement it deems necessary to assure that the policy and goals of the Program are achieved. Planning Grants Program (PGP) NOFA Date: March 28, 2019 Approved Date: October 17, 2019 Prep. Date: March 12, 2020 20E-22